This Affiliate Agreement (the “Agreement”) contains the complete terms and conditions between ourselves, AffiliStars, and you, regarding your application to participate as an affiliate (an “Affiliate”) of AffiliStars Affiliate Program (the “Affiliate Program”). As an Affiliate, your role will be to promote sites and services owned and operated by our operator clients (these services and sites are referred to as “Services” and “Site(s)” below).
Execution by you of this Agreement as set forth below constitutes your acceptance of the terms and conditions of this Agreement, and will be a legally binding agreement between you and us.
1. Affiliate Program Registration.
1.1 To become an Affiliate, you will have to submit a completed Affiliate Program Application. We will evaluate your application and, where applicable, notify you of your acceptance.
1.2 The Affiliate Program specifically promotes Sites that do not handle gambling by people resident in the United States of America and Israel and other counties specific to particular sites, as updated from time to time, where Casinomidas.com does not handle gambling from residents of or users based in France; therefore, you must ensure that your site does not target players in these countries.
1.3 We may reject your application if we determine, in our sole discretion, that your site is not suitable for the Affiliate Program for any reason, including, but not limited to, inclusion of content on your Site that we deem is in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable, which by way of example only, contains:
1.1.1 sexually explicit, pornographic or obscene content (whether in text or graphics),
1.1.2 speech or images that are offensive, profane, hateful, threatening, harmful, defamatory, libellous, harassing or discriminatory (whether based on race, ethnicity, creed, religion, gender, sexual orientation, physical disability or otherwise),
1.1.3 graphic violence,
1.1.4 politically sensitive or controversial issues or any unlawful behaviour or conduct. Similarly, we shall reject your application if we determine, in our sole discretion, that your Site is designed to appeal to minors. If we reject your application, you are welcome to reapply to the Affiliate Program at any time.
1.4 We may require further evidence of identification to verify your application details. If there is any change to your details as supplied by you, you must notify AffiliStars of the relevant change without delay. AffiliStars reserves the right to confirm your details by any means available to us.
2. Protection of Minors.
We do not allow anyone under the age of 18 to register with or play on our Sites. Our Sites are not designed to attract children or adolescents, and we take certain measures to block underage persons from registering with the Sites. Therefore, we shall reject your application if we determine, at our sole discretion, that your site is designed to appeal to minors and, as such, is not suitable for our Affiliate Program.
3. Marketing & Advertisements
1. You will only use approved creatives, marks and Marketing Materials, that are provided to or otherwise made available to you by us or are pre-approved by us solely for use in connection with this agreement (hereafter defined as the “Marketing Materials”), and will not change their appearance nor refer to us in any materials other than those that you receive directly from us.
2. Through this Agreement, AffiliStars grants to you a non-exclusive, non-transferable licence, during the term of this Agreement, to use the Marketing Materials solely in connection with the display of these materials on your site as allowed and as per the terms of this Agreement. This licence cannot be sub-licenced or otherwise assigned by you.
3. You shall not register or try to register any domain names, trademarks or names, or try to purchase or register keywords, search terms or other identifiers used in any search engine, portal, other search or referral service, that are identical or similar to or comprise the Marketing Materials that you have access to under this Agreement.
4. Affiliates are responsible for all costs associated with their marketing and advertisement obligations under this Agreement.
5. You will not use any material that infringes any third party’s intellectual property rights.
6. You will not use any material or content that disparages us or otherwise damages our goodwill or reputation in any way.
7. You will not attempt to communicate to players on our sites to solicit them to move to any online site not owned by us.
8.You will not attempt to cause a betting pattern of any end-user that is indicative of abuse of the AffiliStars affiliate network and associated payment structure, and is not consistent with the aims of the AffiliStars affiliate network and the good faith business opportunities it offers.
9. It is your sole responsibility to ensure that the laws applicable to you do not prohibit you from participating in the Affiliate Program and performing your obligations under it.
10. Referrals from Affiliates are considered as players of the online casino to which they have signed up to (the “Online Casino”). The Affiliate relinquishes all rights and/or ownership to these players once referred to the online casino and these players shall be registered as online casino members before they are considered as a qualifying First Time Depositor (an “FTD”).
11. You will not in any way alter, redirect, or attempt to alter or redirect, or in any way interfere with the operation or accessibility of the Sites or any page of the Sites or in any other way try to intercept or redirect traffic from or on any site or other place that participates in the AffiliStars Affiliate Program.
12. You may only offer bonuses and promotions that are authorised by AffiliStars, where you have an obligation to ensure that the prescribed wording, headers and terms and conditions used and/or provided to you are communicated and specified in any publication of the same on your site, email or other media. If there is a difference between the terms communicated in your offering of the bonus or promotion and the terms specified to you by AffiliStars, then AffiliStars shall be entitled to recover by way of set off of any commission owed to you or other means, the loss suffered by AffiliStars as a result of your non-compliance with this section.
13. Without prejudice to anything else in this agreement, if we determine, in our sole discretion, that you have engaged in any of the above activities, we may withhold any Affiliate earnings and/or terminate this Agreement immediately on notice.
4. Affiliate Earnings & Payments
1. Please take note that credit shall not be issued to any Affiliate.
2. On joining this Affiliate Program your account will be set to our default commission of 20% of net revenue
2.1 Should you elect to receive cost per acquisition (CPA) instead, your earnings are per player and subject to actual playing for real money after deposit without chargeback, where withdrawal without playing or disproportionate chargeback by Affiliate’s referred players may, at COMPANY’s discretion, disqualify entitlement to CPA earnings.
2.2 Notwithstanding anything to the contrary in this Agreement, you will not be entitled to, and will not receive, any commission, whether CPA based, net revenue based, a combination of the two or based on any other calculation, in respect of any player that has made any chargeback or a refund request, regardless of the time in which the player made such a chargeback or refund request. Where you have received a commission in respect of a player prior to that player making a chargeback or a refund request, you will return all of the commissions received in connection with such player, according to a calculation provided by the COMPANY; alternatively, at the sole discretion of the COMPANY, the COMPANY shall deduct such sums from your future commission(s).
3. Your Affiliate earnings are personal and you shall have no claim to Affiliate earnings or other compensation on business secured by or through persons or entities other than you. You cannot withdraw payments for or on behalf of a third party.
4. COMPANY reserves the right to change any Affiliate earnings structure (or any part thereof) from time to time, for any reason it deems fit.
5. All Affiliate earnings payments will be paid to your Affiliate account designated in your Affiliate sign up form in the currency of our choice.
6. Any charges for conversion, processing and delivering payment to you will be deducted from your Affiliate earnings. For the avoidance of doubt, we have no liability to pay any currency conversion charges or any charges associated with the transfer of monies to your designated account.
7. In the event that we determine any activity to constitute fraud traffic, or to otherwise be in contravention of this Agreement, then in our sole discretion we may: (i) pay the Affiliate earnings in full, (ii) recalculate them in light of such suspected fraud traffic or contravention, (iii) delay payment of the Affiliate earnings while we investigate and verify the relevant transactions or (iv) forfeit your Affiliate earnings.
8. If you disagree with the reports or amounts payable, do NOT request or accept payment for such amount and immediately send us written notice of your dispute. Further, deposit of payment check, acceptance of payment transfer or acceptance of other payment from us by you will be deemed full and final settlement. Notwithstanding the foregoing, if any overpayment is made in the calculation of your Affiliate earnings, we reserve the right to correct such calculation at any time and to reclaim from you any overpayment made by us to you.
9. If we suspect the Terms and Conditions have been breached or the occurrence of fraud traffic, payment requests may be held over for investigation and your account frozen until we can validate that there has been no breach of these Terms and Conditions. If your account remains frozen as a consequence of this clause 4.9 for a continuous period of 90 days then in the absence of: satisfactory explanation; or evidence to prove legitimate dealings, funds remaining in your account will be removed and your account closed.
10. You shall comply with all applicable laws and any policy notified by us through our site or otherwise in relation to money laundering and/or suspicious transactions.
11. All Affiliates shall be responsible for paying such taxes on their Affiliate earnings under the laws applicable to them.
12. If you wish to offer any incentives to potential players, you are required by us to receive prior written approval before commencing any such activity. In the event that you do not receive such approval but offer such incentives, we reserve the right to cancel your participation in the program, and refuse payment of any previously earned, but unpaid, commissions.
13. Commission due to Affiliate at the end of each month can never be negative. All negative amounts will be carried over to the following months until any net loss is recovered from net revenues generated in those succeeding months.
13.1 Customized affiliates that agreed with Affilistars team on No-Negative Carryover: In case your balance under a Revenue Share Payment Plan in any given month is negative due to Customer winnings and/or Non Cash Items and/or Cash Items and/or Progressive Contributions said balance will be set to zero. A negative balance due to Fraud costs will be carried over.
13.2 The random deal without prior agreement with Affilistars is Negative Carry over (See section 13)
14. If you decide, for whatever reason, to cease promoting Affilistar’s brands, it is your responsibility to notify Affilistars of this fact, withdraw your remaining funds and request to inactivate your account. If you fail to do so, Affilistars reserves the right to tag an inactive account as dormant.
14.1 In the case of CPA deals, an inactive account that is deemed as dormant is an account that does not generate any traffic for a continuous period of 90 days.
14.2 In the case of Revenue Share deals, an inactive account that is deemed as dormant is an account that does not generate any gaming revenue for a continuous period of 90 days.
15. After the 90 day period a notification will be issued alerting you to the fact that the account is now deemed dormant due to inactivity. Affilistars will then give you a further 30 days in which to respond and confirm that you wish to stop promoting Affilistar’s brands and close your account, or to work with Affilistars to reactivate your account and start promoting and earning money again.
16. If no response is received to Affilistars attempts to contact you during that 30 day period, your account will be closed and earnings remaining in your balance may be removed.
17. Due to Anti Money Laundering concerns, accounts that have not made a withdrawal for 180 continuous days will be asked by Affilistars to withdraw the funds in their account. Affilistars reserves the right to close accounts that refuse to comply with this request within 30 days, and any remaining balances may be removed.
18. In the event that the commission to be paid to you in any calendar month is less than $300 (the “Minimum Amount”), the Company shall not be obligated to make the payment until such time as the commission is equal to or greater than the Minimum Amount.
5. Reports
1. We will track and report player activity for purposes of calculating your Affiliate earnings. The form and content of the reports may vary from time to time in our sole discretion. Generally, you can, at your own initiative and timing, generate your own reports regarding the qualified acquisitions signed up in a particular period and/or the total amount due to you after any deductions or set offs that we are entitled to make under this Agreement. We hereby exclude any and all liability for the timeliness, accuracy or completeness of any such reports.
6. Representations and Warranties
6.1 You hereby represent and warrant to us the following:
1. This Agreement has been duly and validly executed by you and constitutes your legal, valid and binding obligation, enforceable against you in accordance with its terms.
2. The execution, delivery and performance by you of this Agreement and the consummation by you of the transactions contemplated hereby will not conflict with or violate any provision of law, rule, regulation or agreement to which you are subject to.
3. You represent that you have evaluated the laws relating to your activities and obligations hereunder and you have independently concluded that you can enter this Agreement and fulfil your obligations hereunder without violating any applicable rule of law.
4. You shall not upload or distribute any files or data that contain viruses, corrupted files or any other type of files or data that may affect the performance of the services and/or site(s) in the AffiliStars affiliate network.
5. You will not use any device, robot or other method, to try and interfere with the proper functioning of the Services and/or Site(s).
6. The players you refer to AffiliStars are of legal age under the laws that are applicable to them for the purpose of using the Services and/or Site(s).
7. You will not conduct criminal,unlawful or unauthorised activities and/or allow your account with us to be used for any criminal or otherwise unlawful activities, under any law applicable to you or us.
7. Confidentiality
7.1 We may disclose to you certain information as a result of your participation as part of the Affiliate Program, which information we consider to be confidential (herein referred to as “Confidential Information”). Confidential Information shall remain strictly confidential and shall not be utilized, directly or indirectly, by you for your own business purposes or for any other purpose except and solely to the extent that any such information is generally known or available to the public or if the same is required by law or legal process.
7.2 AffiliStars may disclose to 3rd parties information relating to your Agreement with us and other information disclosed to you by us 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 our website, ii) to any auditors, contractors or other advsiers auditing any of AffiliStars or Affiliates Services’ business processes.
8. Term, Termination and Consequences
8.1 This Agreement will take effect when you indicate your acceptance of these Terms and conditions on the Affiliate sign up form and continues until terminated in accordance with the terms of this Agreement.
8.2 You may terminate this Agreement, with or without cause, immediately upon written notice to us. You can send this written notice via email, with ‘Termination’ in the subject line, to support@AffiliStars.com
8.3 We may terminate this Agreement, without cause at any time, upon written notice to you.
8.4 termination of the Agreement will automatically end your participation in the AffiliStars Affiliate Program and will revoke all privileges and licences granted under this Agreement. In particular:
8.4.1 You will stop promoting the sites and all rights and licenses given to you under this Agreement terminate immediately.
8.4.2 You will return all confidential information and stop use of any of the marks and marketing materials (including deleting and purging the same from all your computer systems).
8.4.3 Enforcement of this Agreement after termination shall survive any termination or expiry of this Agreement.
9. Indemnification
You hereby agree to indemnify, defend and hold harmless Affilistars, its shareholders, officers, directors, employees, agents, affiliates, successors and assigns, from and against any and all claims, losses, liabilities, damages or expenses (including attorneys’ fees and costs) of any nature whatsoever incurred or suffered by us (collectively the “Losses”), in so far as such losses (or actions in respect thereof) arise out of or are based on:
1. the breach of this Agreement by you or any representation or warranty made by you herein; or
2. any claim related to your site.
10. Disclaimers and Limitation of Liability
10.1 AFFILISTARS MAKES NO WARRANTIES OR REPRESENTATIONS (WHETHER EXPRESS OR IMPLIED BY LAW, STATUTE OR OTHERWISE) WITH RESPECT TO THE AFFILIATE NETWORK, OUR SITES, ANY CONTENT, PRODUCTS OR SERVICES AVAILABLE THEREIN ORE RELATED THERETO OR THAT OUR SITES, SYSTEM, NETWORK, SOFTWARE OR HARDWARE (OR THAT PROVIDED TO US BY THIRD PARTIES) WILL BE ERROR-FREE OR UNINTERRUPTED OR WITH RESPECT TO THE QUALITY, MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE OR SUITABLITY OF ALL OR ANY OF THE FOREGOING. EXCEPT AS EXPRESSLY STATES OTHERWISE IN THIS AGREEMENT, ALL WARRANTIES, RESPRESENTATIONS AND IMPLIED TERMS AND CONDITIONS ARE HEREBY EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. FURTHERMORE, NEITHER WE (NOR OUR PROVIDERS OR UNDERLYING VENDORS) ARE REQUIRED TO MAINTAIN REDUNDANT SYSTEM(S) NETWORK, SOFTWARE OR HARDWARE.
10.2 We may use any means to block or restrict or discount from your tracker certain players, deposits or play patterns or reject player applications and/or affiliates so as to reduce the number of fraudulent or unprofitable transactions, for any reason.
10.3 AffiliStars does not accept liability for the content or accuracy of external websites.
11. Miscellaneous
11.1 This Agreement and any matters relating hereto shall be governed by, and construed in accordance with English law and shall be subject to the exclusive jurisdiction of the Royal Courts of Justice, London.
11.2 You may not assign this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against the parties and their respective successors and assigns.
11.3 Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement.
11.4 There is no relationship of exclusivity, partnership, joint venture, employment, agency or franchise between you or us under this agreement. Neither party has the authority to bind the other (including the making of any representation or warranty, the assumption of any obligation or liability and/or the exercise of any right or power), except as expressly provided in this Agreement.
11.5 You understand that we may at any time (directly or indirectly) enter into marketing terms with other affiliates on the same or different terms as those provided to you in this Agreement and that such affiliates may be similar, and even competitive, to you. You understand that we may re-direct traffic and users from any of the sites to any other online site that we deem appropriate in our sole discretion, without any additional compensation to you.
11.6 Except where you have received our prior written consent, you may not assign at law or in equity (including by way of a charge or declaration of trust), sub-license or deal in any other manner with this Agreement or any rights under this Agreement, or sub- contract any or all of your obligations under this Agreement, or purport to do any of the same. Any purported assignment in breach of this clause shall confer no rights on the purported assignee.
11.7 This Agreement embodies the complete Agreement and understanding of the parties hereto with respect to the subject matter hereof and supersedes any prior agreement or understanding between the parties in relation to such subject matter. Unless approved by our internal legal processes, no modifications, additions, deletions or interlineations of this Agreement are permitted or will be recognized by us. None of our employees or agents has any authority to make or to agree to any alterations or modifications to this Agreement or its terms.
12. Language Discrepancies
In case of any discrepancy between the meanings of any translated versions of this Agreement, the meaning of the English language version shall prevail.
