Parties

(1) [Belenga], a business registered in the Republic of Zambia and,

(2) The Author, being the person whose name, date and time of acceptance are recorded in Belenga's electronic signature record for this agreement, in respect of each work that person submits through the Platform.

Background

A. Belenga operates an online self-publishing platform at [www.belenga.com] on which authors will offer their works for sale to readers, and readers read those works online.

B. The author wishes to appoint Belenga as agent to market and sell the work through the Platform.

C. Belenga does not acquire ownership of the work, does not become the publisher of record and does not assign an ISBN.

1. Definitions

1.1 In this Agreement:

(a) "BELN" means the catalogue identifier Belenga assigns to the work. A BELN is not an ISBN.

(b) "Commission" means 19% of the Gross Price that Belenga retains from every book sale.

(c) "Gross Price" means the total price paid by a reader for the work, inclusive of all payment processing charges.

(d) "Net Proceeds" means the Gross Price less the Commission.

(e) "Platform" means the Belenga platform at [www.belenga.com].

(f) "Reader" means a person who purchases the Work through the Platform.

(g) "Reading Access" means the licence granted to a reader to read the work online through the Platform.

(h) "Sample" means the free extract of the work made available before purchase, normally the first chapter.

(j) "Work" means the author's book.

2. Appointment as agent

2.1 The Author appoints Belenga as the Author's non-exclusive agent to:

(a) list and market the work on the platform.

(b) offer the work for sale to readers.

(c) conclude sales of the work with readers on the author's behalf.

(d) collect the Gross Price from readers on the author's behalf.

(e) deliver reading access to readers.

2.2 Each sale of the work is a sale by the author to the reader. Belenga is not the seller of the work and does not purchase it.

2.3 Belenga is not the author's publisher. Belenga acquires no ownership of the work and no rights except those expressly granted in this agreement.

2.4 No royalty is payable by Belenga to the author. Sums credited to the author under are the author's own sale proceeds, collected by Belenga as the author's agent and held for the author, less the Commission.

2.5 Belenga may act as agent for other authors, including authors of competing works. Nothing in this agreement creates a partnership, joint venture or employment relationship between the parties.

3. Grant of rights

3.1 The Author grants Belenga a non-exclusive, worldwide right to:

(a) reproduce and store the work in digital form;

(b) convert the work into any format necessary to deliver it through the Platform;

(c) display the work and make it available to readers for online reading;

(d) create, display and distribute a sample of the work free of charge; and

(e) use the title of the work, its cover, and the author's name, likeness and biography to market the work and the platform.

3.2 The Author retains all other rights in the work, including print, audio, translation, adaptation and film rights and remains free to publish or sell the work anywhere else, in any format, at any time, without Belenga's consent.

3.3 The rights granted are limited to what is reasonably necessary to operate the Platform and perform this agreement.

3.4 The rights granted survive termination to the extent set out in this agreement.

4. The Author's warranties

4.1 The Author warrants that:

(a) the author is the sole legal and beneficial owner of all rights in the work.

(b) the work is the Author's own original work.

(c) the work does not infringe any copyright, trade mark, moral right, right of privacy or other right of any person.

(d) the author has not granted, and will not grant, any exclusive right to any third party that conflicts with this agreement, and no publisher, agent or other person holds digital or electronic rights in the work.

(e) the work is not defamatory, obscene or otherwise unlawful and does not breach the content standards in this agreement.

(f) all third-party material contained in the work including cover artwork, photographs, illustrations and quotations is either owned by the author or properly licensed and the author can produce evidence of that licence on request.

(g) the author has disclosed in this agreement any part of the work generated by artificial intelligence and any prior or existing publication of the work.

(h) the author has full capacity and authority to enter into this agreement.

4.2 These warranties are given on signature and are repeated each time the work is offered for sale on the platform.

5. Indemnity

5.1 The author indemnifies Belenga against all claims, demands, losses, damages, refunds made to readers, legal costs and expenses arising out of or in connection with any breach of this agreement.

5.2 Belenga will notify the author of any claim to which this indemnity relates and may, acting reasonably, defend, settle or comply with it.

5.3 This indemnity survives termination of this Agreement.

6. Submission, review and approval

6.1 The Author submits the Work through the Platform in PDF format, meeting the file specification in this agreement.

6.2 Belenga will review each submission within 3 business days.

6.3 Belenga may approve or reject a submission in its absolute discretion. Where Belenga rejects a submission it will give a reason and the author may revise and resubmit.

6.4 Belenga's review includes checks for plagiarism and third-party rights. These checks are carried out for Belenga's own purposes. They do not verify the author's warranties, are not relied on by the author and do not reduce the author's responsibility in any way.

6.5 On approval, Belenga assigns a BELN to the work and lists it on the platform.

6.6 The BELN is not an ISBN. It is an internal catalogue number used only within the platform. It has no bibliographic standing, will not cause the work to be listed in any bibliographic database, will not make the work available to libraries, bookshops or other retailers and does not make Belenga the publisher of the work. If the author wants an ISBN, the Author must obtain their own.

6.7 Approval does not oblige Belenga to keep the work listed or to achieve any level of sales.

7. Price, commission and payment

7.1 The Author sets the price of the work, within any minimum and maximum price Belenga notifies from time to time.

7.2 Belenga retains 19% of the Gross Price of each sale as Commission.

7.3 The Commission is inclusive of all payment processing and disbursement charges. Belenga bears those charges. No further deduction is made from the author's Net Proceeds.

7.4 The Net Proceeds of each sale are credited to the author's balance on the Platform once the sale is confirmed and payment has cleared.

7.5 Belenga holds the Net Proceeds on the author's behalf. They are the author's money. Belenga will hold them separately from its own funds and will not use them for its own purposes.

7.6 The author may request withdrawal of any credited balance of K250 or more.

7.7 Belenga will pay a requested withdrawal to the author's nominated mobile money or bank account within 7 [calendar / business] days of the request.

7.8 Belenga does not hold back, reserve or retain any part of the author's balance against future refunds or claims.

7.9 Belenga may set off against the author's balance any amount owed by the author.

7.10 Taxes. The Author is responsible for all taxes payable on the author's earnings from the platform. Belenga does not deduct or withhold tax from Net Proceeds. If Belenga is required by law to deduct or withhold any amount, it may do so and will give the author the appropriate certificate.

8. Refunds and recovery

8.1 Belenga's refund policy is that refunds are given in four cases only: duplicate charge, technical failure to deliver reading access, material misdescription of the work and removal of the work for infringement.

8.2 The Author authorises Belenga to issue refunds to readers on the author's behalf in those four cases.

8.3 Where a refund is issued, the full Gross Price refunded is deducted from the author's balance and the corresponding Commission is reversed, so that Belenga bears its share of the refund.

8.4 If the author's balance is insufficient to cover a refund, the balance becomes negative. The author may not withdraw funds while the balance is negative and future Net Proceeds are applied against it.

8.5 If a negative balance is not cleared within [90] days, Belenga may demand repayment and recover the amount from the author as a debt.

8.6 A chargeback initiated by a reader through their card issuer or mobile money provider is treated as a refund under this clause, whether or not it falls within the four cases in this agreement.

9. Removal of the work

9.1 Withdrawal by the Author

(a) The Author may withdraw the work at any time on [14] days' written notice to Belenga.

(b) On expiry of that notice the work is delisted and no further sales are made.

(c) Readers who purchased the work before the withdrawal took effect keep their reading access permanently. They paid for it and it remains in their library.

(d) The rights granted in this agreement survive to the extent necessary to continue providing reading access to those readers, and Belenga will retain a copy of the work for that purpose only.

(e) No refunds arise, and the author keeps all Net Proceeds already credited.

9.2 Removal for infringement or unlawful content

(a) If Belenga receives a credible allegation that the work infringes a third party's rights or is unlawful or otherwise reasonably believes that it does, Belenga may remove the work immediately and without notice.

(b) Reading access ends for all readers, including those who have already purchased the work.

(c) Belenga will refund every affected reader the full Gross Price they paid, and action applies to the recovery of those refunds from the author.

(d) Belenga will notify the author and give the substance of the allegation. The Author may respond by counter-notice under Belenga's Takedown Policy.

(e) If the allegation is withdrawn or resolved in the author's favour, Belenga may relist the work by agreement. Readers who were refunded are not automatically restored and must purchase again if they wish to.

9.3 Removal for breach of content standards

(a) Belenga may remove the work if it breaches the content standards in this agreement

(b) Where the breach concerns the lawfulness of the work. Otherwise, readers keep their reading Access.

10. The Author's account and reporting

10.1 Belenga provides the author with a dashboard showing units sold, Gross Price, Commission, Net Proceeds and withdrawal history.

10.2 Belenga's records are conclusive as to sales and amounts due, save in the case of manifest error.

10.3 The author must raise any query about the figures within [30] days of the end of the month to which they relate.

10.4 Belenga provides aggregate figures only. Belenga does not disclose the identity of individual readers to authors.

10.5 The author must keep their account details accurate and current, and in particular their mobile money number or bank account number and network. Belenga is not liable for any payment made to a number the author has given incorrectly.

11. Term and termination

11.1 This agreement begins on signature and continues until terminated.

11.2 The Author may terminate on [30] days' written notice.

11.3 Belenga may terminate on [30] days' written notice.

11.4 Belenga may terminate immediately by notice if the author breaches this agreement or if the work is removed.

11.5 On termination, no further sales are made and the author's remaining balance is paid out in accordance with this agreement. The K250 minimum in this agreement does not apply on termination, and any balance however small will be paid.

12. Survival of reader access

12.1 Notwithstanding termination of this agreement or withdrawal of the work, the rights granted in this agreement continue for so long as any reader retains reading access to the work, limited strictly to what is necessary to provide that access.

13. Data protection

13.1 Each party will comply with the Data Protection Act No. 3 of 2021.

13.2 Belenga processes the author's personal data in accordance with its Privacy Policy.

13.3 The author acknowledges that Belenga will provide aggregate reading and sales data only and will not disclose reader identities.

14. Editor services

14.1 Belenga is in partnership with Wealthwise Consulting Enterprise which provides paid editorial, cover design, layout and production services should the author require professionally formatted work before they begin sales of their work.

14.2 Those services are entirely optional and can be accessed by the author through the Belenga dashboard. Acquiring professional editing services is not a condition of listing the work on the platform. Declining professional editing services will not affect the review of the work, the Commission or the work's treatment on the platform in any way.

15. Liability

15.1 Nothing in this agreement excludes or limits liability that cannot lawfully be excluded or limited.

15.2 Belenga is not liable to the author for loss of profit, loss of sales, loss of opportunity or any indirect or consequential loss.

15.3 Belenga does not warrant that the work will achieve any level of sales or that it will be promoted, featured or recommended.

15.4 Belenga's total liability to the author is limited to [the total commission Belenga has received in respect of the work in the 12 months before the claim arose].

15.5 Belenga is not liable for unauthorised copying of the work by readers or third parties, provided it has taken reasonable technical measures to prevent it. The author acknowledges that no technical measure can prevent a reader from photographing or transcribing the work, and that some leakage is an inherent risk of digital distribution.

16. General

16.1 Belenga may change the terms of this agreement on [30] days' notice. If the author does not accept the change they may terminate the agreement. Changes do not affect sales already made.

16.2 This Agreement is the entire agreement between the parties in relation to the work on the platform.

16.3 Nothing in this agreement creates a partnership, joint venture or employment relationship.

16.4 Belenga may assign this agreement to any successor of its business. The author may not assign without Belenga's written consent, not to be unreasonably withheld.

16.5 If any provision is unenforceable, the remainder continues in force.

16.6 A failure to enforce a right is not a waiver of it.

16.7 Notices are given by email to the addresses on the parties' accounts.

16.8 This agreement may be signed electronically and in counterparts.

16.9 The author confirms that they have been given the opportunity to take independent legal advice on this agreement before signing.

17. Governing law and disputes

17.1 This Agreement is governed by the laws of the Republic of Zambia.

17.2 The parties will attempt in good faith to resolve any dispute by negotiation before commencing proceedings.

17.3 Any dispute that cannot be resolved is subject to the [exclusive] jurisdiction of the courts of Zambia.

Schedule 1: The Work

The following information will be requested/allocated for each work submitted.

1. Title of the work.

2. Author name or pen name as it will appear.

3. BELN (assigned by Belenga on approval).

4. Category.

5. Price (ZMW).

6. Approximate word count.

7. Has the work been published before, in any format, anywhere? If yes, give full details including dates, publisher, and territory.

8. Does the work have an existing ISBN? If yes, give the number and state whose prefix it was registered under.

9. Does any third party hold any right in the work, including any publisher, agent, co-author, illustrator, or estate? If yes, give full details.

10. Was any part of the Work generated by artificial intelligence? If yes, state which parts and to what extent.

11. List all third-party material in the work (cover artwork, photographs, illustrations, quotations) and the licence or permission relied on for each.

Schedule 2: File specification

1. Format: PDF only.

2. Colour: RGB.

3. No bleed, no crop marks, no printer's marks, no registration marks.

4. Maximum file size: 10 MB.

5. Cover: [SPECIFICATION].

6. Sample: the first chapter of the work, extracted from the uploaded PDF meeting the same specification.

7. The author acknowledges that the work will be delivered to readers for online reading only, that readers cannot download, print or save it and that readers require an internet connection to read it.

Schedule 3: Content standards

The work must not contain:

(a) material that infringes any third party's rights.

(b) material that is defamatory or maliciously false.

(c) material that sexualises children in any way.

(d) material that incites violence, hatred or discrimination against any person or group.

(e) material that is obscene under Zambian law.

(f) material that is otherwise unlawful in Zambia.

(g) [FURTHER STANDARDS TO BE CONFIRMED].

Signature

This agreement is signed electronically under clause 16.8. The Author signs by ticking the acceptance boxes and typing their full legal name on the Belenga Platform. Belenga records the name, date, time and IP address of acceptance, and emails the Author a confirmation.