This Affiliate Agreement (this “Agreement”) sets out the terms and conditions agreed between Cyberdata N.V., a company registered under the laws of Curacao, license 8048/JAZ2011-007 and with its registered address at Landhuis Groot Kwartier, Groot Kwartierweg 12, Willemstad, Curacao (hereinafter referred as “the Company” or “Affiliya”) and the individual or entity stated in the application form (the “Affiliate” or “you”), together referred as “the Parties” regarding the Affiliate’s participation in the Company’s Affiliate Program (the ” Company’s Affiliate Program “).
Please read these Terms and Conditions carefully before accepting this agreement. To participate in the Company’s Affiliate Program, you must accept terms and conditions of this Agreement without modification. If you do not agree with these terms and conditions (or are not authorized to do so) you should not join the Company’s Affiliate Program. General enquiries should be sent to support@ affiliya.com. If you have any questions regarding these terms and conditions please contact us at the same email address..
The Agreement will be governed by and construed in accordance with the law of Curacao. All disputes according to the Agreement should be regulated by negotiations. If it is not possible, any dispute arising out of or relating to this Agreement shall be subject to the jurisdiction of the courts of Curacao.
The Affiliate confirms hereby that he is over the age of 18+ or being in the age allowing him/her to participate in gambling activity according to the laws and regulations of his/her native country.
Neither employees of Affiliya not Affiliate or its related corporations, partners, agents, contractors, representatives and suppliers (including their immediate family members, spouses, partners and housemates) are not eligible to participate in the Company’s affiliate program and network. It is also your sole responsibility to ensure that the laws applicable to you do not prohibit you from participating in the Company’s affiliate program and performing your obligations hereunder.
The Company’s affiliate program specifically promotes sites that do not handle gambling by people, who are residents of the United States of America, France, Estonia, Cyprus, Bulgaria, Hong Kong, Spain, Singapore, Belgium and Israel; therefore Affiliate must ensure that his/her site does not target players from those countries or any other countries, where online gambling is prohibited by law.
“Affiliate” means you, the person or entity, who applies to participate in the Affiliate Program;
“Affiliya” means Company’s Affiliate Program, the collaboration between the Company and the Affiliate whereby the Affiliate will promote the Company’s websites and create the Links from the Affiliate Website(s) to the Casino’s websites and thereby be paid a commission as defined under this Agreement depending on the traffic generated to the websites subject to the terms and conditions of this Agreement and to the applicable product-specific Commission Structure;
“Affiliate earnings” means a part of NetRevenue due to the Affiliate;
“Affiliate Website(s)” means one or more websites on the Internet which are maintained and operated by the Affiliate.
“Affiliya’s promo-links” means links which are located in marketing section of Affiliate personal area account. Mentioned link contains information about players, followed a link on Affiliate’s promo materials;
“Affiliya’s website” means the website with domain http://affiliya.com/;
“Application form” means a form located at: http://affiliates.affiliya.com/signup.php?lang=1;
“Casino” means the on-line casino Futuriti.com;
“Casino’s website” means the Casino’s website with domain https://futuriticasino.cc;
“Confidential data” means any information of commercial or essential value for any of the Parties such as, but without limitation, financial reports and condition, trade secrets, know-how, prices, business information, products, strategies, databases, information about New Customers, other customers and users of the Affiliya and Casino’s website, technology, marketing plans and manners of operation;
“CPA” means cost per action;
“Deposit” means the fund transferred by Player to their Player accounts at the Casino’s website;
“Fraud” means an actual or attempted act by you or any Player which is (1) illegal in any applicable jurisdiction, (2) made in bad faith, or (3) intended to defraud us or any of the Sites and/or circumvent any contractual or legal restrictions, regardless of whether such act or attempted act actually causes us or any of the Sites any damage or harm. Fraud shall include, without limitation, collusion; abuse of bonuses or other promotions; abuse of the commission structure; violation of money-laundering or other laws and regulations, misleading or unauthorized advertising or representations; use of stolen credit cards; and collusion, manipulation of the service or system, creation of false accounts for the purpose of generating affiliate earnings, and unauthorized use of any third-party accounts, copyrights, trademarks and other third party intellectual property rights (which, for the avoidance of doubt, includes our intellectual property rights);
“Hybrid” is a combination of the Cost Per Action method and the Percentage of Net Revenue method, as may be determined by Affiliya and mutually agreed with the Affiliate.
“Intellectual property rights” “Intellectual property rights” means rights to all existing and future patents, trademarks, design rights, service marks, trade dress, trade or business names (including domain names), registered designs, copyright (including rights in computer software), moral rights, database rights, format rights, design rights and topography rights (whether or not any of these is or are registered and including applications for registration), source codes, know-how, trade secrets and rights of confidence and all rights and forms of protection throughout the world of a similar nature or with similar effect to any of these for the full unexpired period of any such rights and any extensions and/or renewals thereof;
“Net Revenue” means the net revenue of the Company as a direct result of New Customers executing payments in favor of the Company via Casino’s website excluding (a) monies paid out to New Customers as winnings, (b) bonus and jackpot contribution payouts, (c) administration fees, (d) fraud costs, (e) charge-backs, (f) returned stakes and (g) funds paid out as duties or taxes;
“New Customer” means a new first time customer of the Company having made a first deposit amounting to at least the applicable minimum deposit at the Casino’s Websites’ betting account in accordance with the applicable terms and conditions of the Casino’s websites, but excluding the Affiliate, its employees, relatives and/or friends.
“Affiliate personal area account” means account with statistic on player’s activity, payment statistic and marketing tools created for Affiliate here: http://affiliates.affiliya.com/;
“Promo materials” means any materials which Affiliate use to promote Casino including but not limited to: reviews, banners, landing pages, letters, tops, posts in social webs, pictures and etc.
“Tracker” means a unique tracking URL exclusively provided by Affiliya to the Affiliate in accordance with terms of this Agreement, through which the Affiliate shall track Players and calculate an Affiliate’s Revenue Reward or CPA Payment, as applicable.
“Services” mean the service(s) offered to players on Casino’s website;
“Spam” means emails and messages meeting one or more of the following criteria: (i) unsolicited mailing, usually sent to a large number of addressees; (ii) contains false or misleading statements; (iii) does not truthfully identify the source or the originating IP Address and / or the originating email address; (iv) does not contain an online and real time Remove option, (v) bundles certain software with other software, or (vi) inserts icons or causes software download or installation or similar action without the consent of the addressee; and “Spamming” shall be construed accordingly;
“Sub-affiliate” means persons or a company who joined the Company’s Affiliate Program through Affiliate’s referral codes as regular affiliate;
“Sub-affiliate commission” described in article 4.5 of the Agreement;
2. The subject of the Agreement
2.1. The Affiliate undertakes to attract players on the Casino’s website using Affiliya’s promo-links.
2.2. Affiliya grants the Affiliate access to Affiliate’s personal area account with statistic and marketing materials.
2.3. Affiliya undertakes the obligation to make payments to the Affiliate in accordance with the Agreement.
2.4. The Affiliate agrees to act in accordance with the Agreement. The Affiliate understands and agrees that Affiliya has the right to terminate the Agreement if the Affiliate violates the Agreement’s terms and conditions in general or in part.
3. Signing up and registration
3.1. In order to participate in the Company’s Affiliate Program and enjoy the accompanying privileges and benefits, you must complete the appropriate affiliate application form and be registered with the Company as an affiliate. In order to proceed a future Affiliate should contact Affilia by email@example.com with a request to approve your account. To receive an approval, the following actions must be undertaken, including but not limited:
3.1.1. Complete an Affiliate personal area account. You represent and undertake that all supplied information when registering and completing the affiliate application form are accurate, true and completed in all respects. Affiliate shall also provide the Company with such other information as reasonably requested from time to time. You acknowledge and agree that inaccurate, incomplete or inadequate information may cause the denial to participate in the Company‘s Affiliate Program, delay or retention of payment of applicable affiliate earnings.
3.1.2. Affiliya has the right and Affiliate undertakes to support checking and analyzing of traffic resources data including but not limited to: utm-matches, trackers, links on advertising websites; information about visitors: country of origin, sex, age, amount of visitors.
3.1.3. Affiliya requires further evidence of identification to verify application particulars, such as: passport/id card, driving license, statement of a personal/legal bank accounts, registration certificate (in case an Affiliate is a legal entity).
3.2. The Affiliate is obliged to grant access to his website’s statistic or place Affiliya utm-matches on his resources.
3.3. When/if the data provided is approved Affiliya sends a confirmation letter to an e-mail, stated in the application form. After that the Agreement enters into effect.
3.4. After application’s approval Affiliya provides the Affiliate with full access to Affiliate personal area account. Since this moment the Affiliate has the right to use all marketing tools including but not limited to: Affiliya promo links, promo materials, marketing wizard.
3.5. The Affiliate is obliged to inform Affiliya about all his promo activities by sending an email on firstname.lastname@example.org in 2 (two) days before publishing.
3.6. The Affiliate undertakes to use new traffic resources and place advertising on new websites or make changes in standard promo materials available in Affiliate personal area account only after receiving Affiliya’s approval by email.
3.7. The Affiliya reserves the right, without any liability, to reject any application without reference or assigning any reason thereto.
4. Payment’s regulations
4.1. The Company agrees to pay the Affiliate’s earnings in Euro. Affiliate’s earnings are calculated at the end of each month and shall be made on a monthly basis in arrears, not later than the 10th of the following calendar month with the payment method chosen by Affiliate in Affiliate’s personal area account..
4.2. The Affiliate understands and confirms that the payment cannot be proceed if no payment method has not been chosen in Affiliate personal area account.
4.3. The Affiliate is not allowed to change a payment method from 1st to 10th day of each calendar month.
4.4. The Affiliate agrees that any charges for conversion, processing and delivering payment will be deducted from your affiliate earnings. The Affiliate shall have the sole responsibility to pay any and all taxes, levies, fees, charges and any other money payable or due both locally and abroad (if any) to any tax authority, department or other competent entity as a result of the compensation generated under this Agreement. The Company shall under no circumstances whatsoever be held liable for any such amounts unpaid but found to be due by the Affiliate and the Affiliate shall indemnify the Company in that regard.
4.5. The Affiliate shall be entitled to receive a Sub-affiliate commission of 5% from Net Revenue for each new Affiliate followed a referral link.
4.6. For the first 3 months an Affiliate’s earnings shall be 55% from Net Revenue. Upon expiry of the mentioned period an Affiliate’s earning payable shall be calculated according the structure stated in article 4.7 of the Agreement, unless otherwise has been approved by Affiliya by an email.
4.7. Affiliate’s earnings are calculated on the amount of New Customers per last calendar month according the following structure:
|Amount of New Customers||The size of percentage (%)|
4.8. In case the amount of New Customers does not exceed 1 (one), the Company has the right to cut the lowest rate of percentage in half.
4.9. The Company reserves the right to change any Affiliate’s earnings structure (or any part thereof) from time to time or cease the cooperation on the CPA/Hybrid structure, for any reason it deems fit.
The Affiliate’s acceptance of the payment of the Affiliate’s earnings shall be deemed to constitute the full and final settlement of the balance due for the relevant period.
If the Affiliate disagrees with the balance due as reported, it shall notify the Company within thirty (30) days and state the reasons of the disagreement. Failure to notify the Company within the prescribed time limit shall be deemed to be considered as an irrevocable acknowledgment of the balance due for the period indicated.
If an error is made in the calculation of the Affiliate’s earnings, the Company reserves the right to correct such calculation at any time and will immediately pay out underpayment or reclaim/compensate from the future payments overpayment made to the Affiliate.
4.10. The Company may in its sole discretion withhold the payment of any balance to the Affiliate for up to one hundred-and-eighty (180) days if the Company needs to investigate and verify that the relevant transactions comply with the provisions of the Agreement. The Affiliate undertakes to provide the Company with all requested information to justify the absence of fraud or any other illegal actions.
4.11. No payment shall be due if the Company has reasons to believe that the traffic generated by the Affiliate is illegal or is in breach of any of the provisions of the Agreement.
4.12. The Affiliate agrees to return all Affiliate’s earnings received based on fraudulent or falsified transactions and indemnify the Company for all costs and losses incurred in relation to such transactions (including, but without limitation, legal fees and costs).
4.13. The Company set limits for a minimum level of activity on Affiliate’s personal area account to one hundred eighty (180) days. Upon exceeding of the mentioned timeframe the Company has the right to block the personal area account and withdraw all funds.
4.14. No payment shall be due if the Affiliate refuses to provide the information about sources of generated traffic or the Company has a reason to believe that the traffic generated by the Affiliate displays a betting pattern that emulates the threshold requirements to redeem the Affiliate’s earnings payment or the Affiliate in any other way violates the terms and conditions of this Agreement.
4.15. The Company has the right to withdraw the Affiliate’s earnings payment due in case the Affiliate is unreachable by all means stated in Affiliate’s personal area account in a period of one year.
5. Intellectual property rights
5.1. Nothing contained in this Agreement will grant either Party any right, title to or interest in the Intellectual Property Rights of the other Party. For the avoidance of doubt, nothing in this Agreement shall constitute any license, assignment, transfer or any other right to any Intellectual Property Rights.
5.2. All Intellectual Property Rights created and/or deriving from this Agreement, (including, but without limitation, trademarks, service marks, logos ,advertising/marketing materials, databases and personal data) shall be and become the sole property of the Company without any rights to the Affiliate.
5.3. The Company grants to Affiliate a non-exclusive, non-transferable right, during the term of this Agreement, to display the marketing material provided by the Company solely for the purpose of promoting the Casino’s website and facilitate referrals from the Affiliate’s website to the Casino’s website.
5.4. The Affiliate acknowledges that Casino’s website (including without limitation all content, text, images, software, media and other materials on the sites) is proprietary to or licensed by the Company, protected under copyright and other intellectual property laws, and may not be reproduced, transmitted, displayed, published or distributed without the express prior written consent of the Company. In case the Affiliate violates article 5.2 of the Agreement he is obliged to pay the damage in the amount up to 6 months of Affiliate’s earnings. The said amount shall be withdrawn by the Company from Affiliate’s account.
5.5. The Affiliate is not allowed to copy or otherwise create a website that substantially resembles the Casino’s website, or promote a website of this nature, whether in whole or in part, nor utilize any such means or website to create the impression that such website is in fact the Casino’s website (or any part of such) or frame any page of the Casino’s website in whole or in part.
5.6. In case of the Agreement termination, all the intellectual property rights, granted to the Affiliate under this Agreement shall immediately terminate and the Affiliate shall cease the use of and remove from Affiliate’s websites any and all trademarks, service marks, logos and other designations vested in the Company.
6. Rights and obligations of Affiliya
6.1. Affiliya has the right to:
6.1.1. provide the Affiliate with all information necessary and marketing material for placing advertisement on the Affiliate’s website.
6.1.2. approve or refuse any application form or close the Affiliate’s account if it in sole opinion of the Company is necessary to comply with Company’s policy and/or to protect the interest of the Company. If the Affiliate is in breach of this Agreement the Company may take any other legal steps to protect its interest besides closing the Affiliate’s account.
6.1.3. send guidelines to Affiliate from time to time. Affiliate shall follow such guidelines and if he doesn’t want to follow it, then he shall contact email@example.com in five working days.
6.1.4. change any of the terms of this Agreement, at any time. Any such changes will be posted on Casino’s website and/or sent via Affiliate’s personal area account to the Affiliate. The Affiliate’s continued participation in the Company’s Affiliate Program after such amendment and notification will be deemed to be the Affiliate’s acceptance of the changes to the terms and conditions.
6.1.5. execute with the Affiliate an additional agreements to this Agreements on the following subjects (including, but not limited to): providing exclusive promo-materials, switching to CPA/Hybrid payments structure, the Affiliate’s promotion.
6.1.6. terminate the Agreement with immediate if Affiliate commits any sort of fraud or illegal activity including injures of Affiliya employees.
6.1.7. require any additional documents as described in article 3.1.3 of this Agreement from Affiliate in cases Affiliate is suspected in fraudulent behavior or in breach of this Agreement.
6.1.8. adjust the Affiliate’s earning structure or cease CPA/Hybrid payment structure.
6.1.9. execute additional checks before executing payments of the Affiliate’s earnings.
6.1.10. delay payments of the Affiliate’s earnings in cases Affiliate is suspected in fraudulent behavior or in breach of this Agreement.
6.1.11. withdraw payments of the Affiliate’s earnings in cases Affiliate is suspected in fraudulent behavior or in breach of this Agreement.
6.1.12. recoup the Affiliate for any damages and losses from Affiliate’s earnings for Fraud or breach of this Agreement. The amount of damages or losses shall be calculated by the Company.
6.1.13. compensate overpayments from Affiliate’s earnings as stipulated in article of this Agreement.
6.1.14. consider any disputes between the Parties expired and resolved after 12 months.
6.1.15. record all conversations (telephone calls, emails, Skype, ICQ or any other type of communication) between the Affiliate and any representative of the Company. The Company may use any recordings in events of misunderstanding or dispute or to improve the Company’s service and they will be treated in the strictest confidence.
6.2. Affiliya obligates to:
6.2.1. inform Affiliate on the Agreement’s amendments 14 days before such amendments come in force by sending an e-mail via Affiliate’s personal area account.
6.2.2. publish the latest version of the Agreement on http://affiliya.com/.
6.2.3. send a newsletter about new promo activities of the Company two days beforehand.
6.2.4. pay the Affiliate’s earning by a method, chosen by the Affiliate in his Affiliate’s personal area account. The Company in any case will not execute a payment of the Affiliate’s earnings to a third party.
6.2.5. pay the Affiliate’s earnings as prescribed in this Agreement and inform the Affiliate by e-mail if the payment is delayed and the reason hereto.
6.2.6. pay out underpayment of the Affiliate’s earning if such underpayment is not connected with violation of this Agreement.
6.2.7. undertake all reasonable precautions to ensure the security of the Affiliate’s data. In the event of Casino’s website being subject to a criminal attack, the Company will not be hold liable for any unauthorised access to Affiliate’s data or any loss which may arise.
7. Rights and obligations of the Affiliate
7.1. Affiliate has the right:
7.1.1. disagree with the balance of Affiliate’s earning due as reported, notify the Company within thirty (30) days and state the reasons of the disagreement as per article 4.9 of this Agreement.
7.1.2. send all quires in connection with this Agreement to firstname.lastname@example.org and get a response in 48 hours.
7.2. Affiliate obligates to
7.2.1. use its best efforts to actively and effectively advertise, market and promote the Casino’s website as widely as possible in order to maximize the benefit to the Parties, using approved promotional materials and will not alter their appearance, and abide with the guidelines of the Company as may be forwarded from time to time and/or accessible online. If the Company restricts to use any material supplied, failure to follow such restrictions shall be considered as an irremediable material breach of this Agreement;
7.2.2. market and refer potential players to the Casino’s website at its own risk, cost and expense. The Affiliate will be solely responsible for the distribution, content, legality and manners of its marketing activities. All of the Affiliate’s marketing activities must be professional, proper and lawful under applicable laws and regulations and in accordance with this Agreement;
7.2.3. to use only links provided within the scope of the Company’s Affiliate Program; and
7.2.4. to be responsible for the development, the operation, and the maintenance of the Affiliate Website(s) as well as for all material appearing on the Affiliate Website(s).
7.2.5. offer any rake-back / cash-back/ value-back or similar other than what is offered in the loyalty programs on the Casino’s website is strictly prohibited. Affiliates in breach of this will be fully liable for any fines issued by any game network providers. It is the obligation of the Affiliate to know and abide by these rules at all times. In case the Affiliate does not have access to such rules, the Affiliate has the obligation to request such information from the Company.
7.2.6. The Affiliate must request permission prior to using opt-in email marketing campaigns and opt-in SMS campaigns; If the Affiliate attempts, with Company’s prior written consent, to promote the Casino’s website using methods such as but not limited to email, SMS etc., it shall make clear in the body of any such communication that they have been sent by the Affiliate, and any complaints made as a result of this communication should be directed to the Affiliate and not to the Company;
7.3. The Affiliate hereby undertakes, represents and warrants that it will not perform any act, and that the Affiliate Website(s) neither does nor will contain any material, which includes but is not limited to:
(a) material which:
1. is libelous, discriminatory, obscene, unlawful or otherwise unsuitable;
2. is aimed at minors;
3. contains sexually explicit, pornographic, obscene or which is graphically violent;
4. promotes illegal activities or violates intellectual property rights;
5. disparages the Company or its employees or otherwise damages its goodwill or reputation in any way;
6. breaches any relevant advertising regulations or codes of practice.
(b) any act/material which will not actively target any person who is under the legal age for gambling, and the Affiliate shall, for example, not provide facilities for gambling which are meant to appeal particularly to children or young people;
(c) any act/material which will not actively target any jurisdiction where gambling and the promotion thereof is illegal;
(e) any act/material that will not generate traffic to the Casino’s website by illegal or fraudulent activity, particularly but not limited to by:
(i) sending spam;
(ii) registering as a player or make deposits directly or indirectly to any player account through his tracker(s) for its own personal use and/or the use of its relatives, friends, employees or other third parties, or in any other way attempt to artificially increase the commission payable or to otherwise defraud the Company. Violation of this provision shall be deemed to be fraud; and
(iii) that it will not present the Affiliate Website(s) in such a way that it might evoke any risk of confusion with the Casino’s website and/or the Company or convey the impression that the Affiliate Website(s) is partly or fully originated with/from the Casino’s website and/or the Company.
7.4. The Company reserves the right to freeze the Affiliates personal area account and/or deduct money from the Affiliate if any traffic is deemed to have been referred through fraudulent means or results from a breach of the terms and conditions of this Agreement.
7.5. The Affiliate is responsible to safeguard its personal login details.
7.6. The Affiliate is responsible to pay any and all taxes, levies, fees, charges and any other money payable or due both locally and abroad (if any) to any tax authority, department or other competent entity as a result of the compensation generated under this Agreement. Under no circumstances whatsoever shall the Company be held liable for any such amounts unpaid but found to be due by the Affiliate and the Affiliate shall indemnify the Company in that regard.
7.7. The Affiliate undertakes to follow guidelines sent by the Company from time to time.
7.8. The Affiliate is obliged to provide the Company with requested information in cases Affiliate is suspected in fraudulent behavior or in breach of this Agreement.
7.9. To use obligated tools of traffic analyzes. Such as utm-matches.
7.10. The Affiliate is obliged to immediately contact the Company in the following cases:
suspect of breach or misunderstanding of the terms and conditions of this Agreement; .
suspect of losing his personal login details/access to an Affiliate’s personal area account;
Being in a possession of knowledge that a third party violates terms and conditions of this Agreement by misusing the Company’s marketing materials.
8. Affiliate’s restrictions and limitations
8.1. The Affiliate is not allowed:
8.2. assert the invalidity, unenforceability, or contest the ownership of the marks and marketing materials in any action or proceeding of whatever kind or nature, and shall not take any action that may prejudice our rights in the marks and marketing materials, render the same generic, or otherwise weaken their validity or diminish their associated goodwill. The Affiliate agrees that all use by him of the marks and marketing materials inures to the Company’s sole benefit and that the Affiliate will not obtain any rights in the marks and marketing materials as a result of such use.
8.3. register or attempt to register any domain names, trademarks or names that contain, are confusingly similar to or are comprised of the marks and marketing materials of the Company, and hereby agree to transfer any such registration obtained to the Company upon demand.
8.4. purchase or register keywords, search terms or other identifiers for use in any search engine, portal, sponsored advertising service or other search or referral service and which are identical or similar to any of the marks or variations thereof.
8.5. authorize, procure, assist or encourage any third party to:
8.6. Copy or otherwise create a website that substantially resembles the Casino’s website, or promote a website of this nature, whether in whole or in part, nor utilize any such means or website to create the impression that such website are in fact the Casino’s website (or any part of such).
8.7. Frame any page of the Casino’s website in whole or in part.
8.8. Fill in application form on behalf of third parties
8.9. Co-own one Affiliate’s personal area account with other third parties;
8.10. Read, intercept, modify, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to the Company by any other person.
8.11. carry out any marketing activity, use any marketing materials or promote the Casino’s website on the sources explaining players ways to fraud casinos.
8.12. In any way alter, redirect or in any way interfere with the operation or accessibility of the sites or any page thereof or otherwise attempt to intercept or redirect (including via user-installed software) traffic from or on any online site or other place that participates in the Company’s affiliate network.
8.13. use iframes or similar technology on Casino’s websites.
8.14. Attempt to communicate to players whether directly or indirectly on Casino’s website to solicit them to move to any online site not owned by the Company or for other purposes including but not limited to via email, chat boards, or spamming Casino’s tables.
8.15. use iframes or similar technology on Casino/Affiliya’s websites.
9. Force Majeure
The Parties hereto shall not be in any way responsible for failure to perform hereunder
due to force majeure, which shall include, but not be limited to, fires, floods, riots,
strikes, power failures labor disputes, freight embargos or transportation delays, acts of
vendors and suppliers, concealed acts of workman, an alteration of domestic or
international rules and regulations, disconnection from the service lines or any other
cause, all of which shall be beyond the reasonable control of such Party. If force
majeure shall occur, the affected Party shall promptly give notice thereof to the other
Party, and use his best efforts to cure or correct such event of force majeure. A Party
hereto may, during a period of shortage or delay due to any such causes, prorate its
supply in such a manner as deemed equable in the judgment of the Party. In the event
force majeure shall continue for a period of three months, either Party shall have the
right to terminate this Agreement immediately without the right for an indemnification.
During the term of this agreement, the Affiliate comes into possession of confidential information relating to the business of the Company, operations, or underlying technology and/or the Company’s affiliate program (including, for example, Affiliate earnings earned by the Affiliate or players personal data, which is an exclusively propriety of the Company). Affiliate undertakes not to disclose or permit unauthorized use of any such confidential information to third persons without the Company’s prior written consent and the Affiliate will use the confidential information only for purposes necessary to further the purposes of this agreement. In case of disclosure the Company has the right to freeze Affiliates personal area account, withdraw all funds and immediately terminate this Agreement. Obligations with respect to confidential information shall survive the termination of this agreement.
If necessary, the Company reserves the right to inform a player that they are under an affiliate.
For compliance with regulatory requirements, nothing in this agreement shall prohibit or restrict the Company from reporting the details of any affiliate or transaction hereunder to any governmental body.
The Company may disclose to third parties information relating to this agreement and other information disclosed by the Affiliate, to in so far as is necessary for use by i) payment settlement service providers, data verifiers, marketing and operational service providers and financial institutions, to the extent necessary for the completion of payments, online and offline marketing campaigns, facilitate the opening of new accounts, customer services and fraud prevention for services provided through Casino’s website.
11. Duration and termination of the Agreement
This Agreement may be terminated:
11.1. by the Company:
11.1.1. by giving thirty (30) days written (by email) notice to the Affiliate or
11.1.2. Immediately in case of Affiliate’s breach of terms and conditions of this Agreement.
11.2. By the Affiliate:
11.2.1. by giving forty five (45) days written (by email) notice to the Company.
11.3. The Parties hereby agree that upon termination of this Agreement:
(a) the Affiliate undertakes to remove all references to the Casino’s website from the Affiliate Website(s);
(b) all rights granted to the Affiliate under this Agreement shall immediately terminate and the Affiliate shall cease the use of any and all Intellectual property rights of the Company and the Casino’s website;
(c) the Affiliate will only be entitled to such Affiliate’s earnings that is earned but unpaid as of the effective termination date of this Agreement. The Company may withhold the Affiliate’s final payment for a reasonable time to ensure that the correct amount is paid. The Affiliate will not be eligible to earn or receive Affiliate’s earnings after the effective termination date;
(d) if this Agreement is terminated by the Company due to the Affiliate’s breach of any terms and conditions of this Agreement, the Company shall be entitled to withhold the Affiliate’s earned but unpaid Affiliate’s earnings in the amount up to 6 months as of the termination date as collateral for any claim arising from such breach;
(e) the Affiliate must return to the Company any and all Confidential Information (and all copies and derivations thereof) in the Affiliate’s possession, custody and control; and
(f) the Affiliate will release the Company from all obligations and liabilities occurring or arising after the date of such termination, except with respect to those obligations that by their nature are designed to survive termination. Termination will not relieve the Affiliate from any liability arising from any breach of this Agreement, which occurred prior to termination and/or to any liability arising from any breach in relation to Confidential Information, data protection and Intellectual rights protection even if the breach arises at a time following the termination of this Agreement.
12. Amendments to this Agreement
12.1 The Company reserves the right to, at any time and at its sole discretion, with giving a prior notice to the Affiliate in fourteen (14) days, amend, alter, delete or add any of the provisions of this Agreement. If applicable, a written notice of the amendments will be sent to the Affiliate’s registered email address and such notice will be deemed to be served once sent by the Company. The Affiliate’s continuing participation in the Affiliate Program after any amendments or modifications have been made public will be deemed as the Affiliate’s acceptance of the new terms and conditions.