Terms and Conditions Enrolment as an affiliate in the
WagerProfits Partner Program you will need have to register as an
affiliate by completing the online form. By downloading a banner and
placing it on your website/s, you are deemed to have agreed to be bound
by all the terms and conditions set out in this agreement. This
agreement details all the terms and conditions of membership to the
WagerProfits Partner Program, designed to reward website owners
(hereinafter referred to as “the Affiliate”) for directing new customers
to the participating casino merchants, (hereinafter referred to as “the
Merchants” or “the Clients” as the case may be) through its Affiliate
Program agent WagerProfits(hereinafter referred to as “WagerProfits”).
1. Responsibilities of the Affiliate
1.
As Affiliate you are responsible for promoting the merchant by
implementing the advertising, banners and tracking URL’s on your
websites, e-mails or other communications.
2. You will present
only approved content and topics on your site. Content that is deemed
unsuitable will result in the affiliate agreement being terminated. 3. We do not sanction nor allow 3rd party marketing agents from advertising authorised games within the Kahnawake Territory without the prior approval being given from the ACP. 2. Affiliation Guidelines
1.
Only approved and properly tagged creative materials, supplied by us
from time to time, may be used to promote the merchant. Advertorials and
personal endorsements are allowed but all materials not designed by the
merchants needs to be approved in writing; such approval shall not be
unreasonably withheld.
2. You may not modify any banners or other creative material supplied by us without the written prior consent of WagerProfits.
3.
By agreeing to participate in the affiliate program, you are agreeing
to download banners, text or promotional material and place it on your
site, utilize it within e-mail, direct marketing using your affiliate
URL or print. These methods are by which you may advertise on the
merchants’ behalf.
4. Banners and links may not be placed within
unsolicited e-mail, unauthorized newsgroup postings, or chat rooms or
through the use of "bots". Traffic generated illegally will not be
counted.
5. We will terminate this agreement immediately if
there is any form of spamming or if you discredit the merchants or
WagerProfits through false advertising, written or uttered words.
6.
You shall not make any claims, representations, or warranties in
connection with us or the merchants and you shall have no authority to
and shall not bind us or the merchants to any obligations
7.
Without our prior written approval, you will only use our approved
banners and links and will not alter their appearance nor refer to us in
any promotional materials. The appearance and syntax of the hypertext
transfer links are designed and designated by us and constitute the only
authorized and permitted representation of our merchants sites.
8.
You will not knowingly benefit from known or suspected traffic not
generated in good faith whether or not it actually causes WagerProfits
or the Merchants damage. Should fraudulent activity arise through a
person directed to a site via your link, we retain the right to retract
the commissions paid to you at any time. Our decision in this regard
will be final and no correspondence will be entered into. We reserve the
right to retain all amounts due to you under this Agreement if we have
reasonable cause to believe that such traffic has been caused with your
knowledge. Even if you have not knowingly generated such traffic, we
reserve the right to withhold referral fees with respect to such.
9.
Affiliate must not alter form fields or scripts in WagerProfits
supplied marketing materials which are designed to collect contact
information from players, in an attempt to hijack such information for
affiliate or advertiser's own use.
10. Affiliates are prohibited
from playing at any of the casino and poker websites promoted by WagerProfits
through their own affiliate link, or from the affiliate link of an
associate who shares all or part of the commission with the affiliate.
This shall include any individuals or playing groups from which an
Affiliate receives compensation or remuneration from, of any kind. In the
event of violation of this section, WagerProfits and the respective
website that has been played with, shall have the right in their sole discretion, to void all play
and eliminate any earned commissions applicable from such play. WagerProfits will also have the right to ask the affiliate to cease and desist such fraudulent activities immediately if they wish to continue as an affiliate of WagerProfits and their casinos and poker rooms. Should the affiliate continue in this fraudulent behaviour, WagerProfits will have the right to eliminate the Affiliate from our Affiliate program with immediate effect.
3. Purchase Processing
1. You are only responsible for directing customers to the casino site.
2.
Only properly tagged customers can be assigned to an affiliate. Should
an affiliate tag be improperly inserted into the affiliate site or not
properly received by the casino server the resulting customer
registration and purchases will not be assigned to the affiliate.
Therefore it is the responsibility of the affiliate to ensure that all
links are properly tagged.
4. Revenue Sharing & Payment
1.
WagerProfits, as agent for the Merchants, will pay out a revenue share
on the Commissionable earnings generated by each customer, as defined by
the merchant.
2. Commissionable earnings are calculated as the
merchant’s profit, less charge-backs, complimentary money, free money
offers and other incentives offered to the customer. 1.
Charge-back: A credit card holder discovers irregular transactions made
on his/her Credit/Debit Card, which were not authorized by him/her. The
credit card holder then requests his/her bank to reverse these charges.
Charge backs relate to fraudulent use by a third party of the credit
card holder's card or card number.
2. Should the player process a
charge back, the disputed or charged-back revenue generated by yourself
will be forfeited and therefore deducted from the total balance due to
you for the current month.
3. Should this deduction of the
accumulated revenue exceed your current amount due, your balance will
then revert to a negative balance, and you will have to earn revenue to
cover the charge-back before you can start earning revenue again.
4.
Unlike with a player making a big winning, which only lasts one month, a
charge back will stay due till the revenue generated by your other
players has covered the amount due.
5. We understand that this
might be frustrating to the Affiliates, but it has to be made clear that
the casino can only pay out a percentage of their profits, not
fraudulent revenue.
6. Complimentary Money, Free Money and other
incentives refer to those amounts credited to the account of customers.
As they have not purchased these amounts we cannot pay commissions on
these amounts. 3. Commissionable earnings will be
subject to commissions as calculated using the tiered commission tables
in force from time to time.
4. Negative earnings are NOT carried
forward and the affiliate will begin each month on a zero balance.
Should the affiliate close the month with a positive balance,
commissions will be paid on the positive balance. Should the affiliate
close the month with a negative balance, this balance will NOT be
carried forward to the next month, unless the negative balance is a
result of a charge-back. 5. Wagerprofits can and will correct future earnings or hold back unpaid earnings if past affiliate payments have been made incorrectly, including but not limited to wrongful payments made historically in good faith. 6. All commissions generated from players from the forbidden territories as stated on all websites will not be paid. 7. Commissionable earnings will be
earned for the life of the customer, on all transactions the customer
undertakes at the merchant, for as long as the affiliate remains a
member of this affiliate program.
8. Payments are made 5
business days after the close of the preceding month. Payments are
effected by Neteller, PrePaid ATM, Money Transfer, Check, and into
affiliate’s casino account. It is the responsibility of the affiliate to
select the method of payment. Unless otherwise stipulated all payment
swill be made by Check. 5. CPA Terms
If you are promoting WagerProfit casinos on a Cost Per Acquisition (CPA) basis, the following terms apply:
1.
WagerProfits, as agent for the Merchants, will pay out an individually
agreed upon CPA amount for acquired customers, as defined by the
merchant.
2. Acquired customers are detemined as depositing players who deposit at least 125% of the agreed CPA amount. a.
Charge-back: A credit card holder discovers irregular transactions made
on his/her Credit/Debit Card, which were not authorized by him/her. The
credit card holder then requests his/her bank to reverse these charges.
Charge backs relate to fraudulent use by a third party of the credit
card holder's card or card number. b. Should the player process a
charge back, the disputed or charged-back revenue generated by yourself
will be forfeited and therefore the CPA amount cannot be paid to
affiliate. c. We understand that this might be frustrating to the
Affiliates, but it has to be made clear that the casino can only pay
out on non-fraudulent revenue. d. Complimentary Money, Free Money
and other incentives refer to those amounts credited to the account of
customers. As they have not purchased these amounts we cannot consider
these amounts as deposits.
3. WagerProfits reserves
the right to move CPA affiliates into our revenue share program if it is
determined that the bulk of their referrals are players who abuse the
casino promotions.
6. Policies & Confidentiality
1.
The merchants assume ownership of the customer at point of first
contact with the visitor. You, as affiliate, act as a referring agent
for the merchants. We reserve the right to refuse customers (or to close
their accounts) if necessary to comply with any requirements we may
periodically establish.
2. By opening an account with a customer,
that person or entity will become our Customers and, accordingly, all
Client rules, policies, and operating procedures will apply to them.
3.
During the term of this Agreement, you may be entrusted with
confidential information relating to the business, operations, or
underlying technology of our Clients and/or the affiliate program
(including, for example, referral fees earned by you under the program).
You agree to avoid disclosure or unauthorized use of the confidential
information to third persons or outside parties unless you have our
prior written consent and that you will use the confidential information
only for purposes necessary to further the purposes of this Agreement.
Your obligations with respect to confidential information shall survive
the termination of this Agreement.
7. Limited License
1.
We hereby grant to you a non-exclusive, non-transferable license,
during the term of this Agreement, to use our Clients'
intellectual-property marks (licensed, in turn by us, from their owner)
solely in connection with the display of the banners on your site.
2.
By this Agreement, we grant you the non-exclusive right to direct
customers to our Clients' sites and services, in accordance with the
terms and conditions of this Agreement. This Agreement does not grant
you an exclusive right or privilege to assist us in the provision of
services arising from your referrals, and we reserve the right to
contract with and obtain the assistance from other parties at any time
to perform services of the same or similar nature as yours. You shall
have no claims to referral fees or other compensation on business
secured by or through persons or entities other than you.
3.
This license cannot be sub-licensed, assigned or otherwise transferred
by you. Your right to use the marks is limited to and arises only out of
this license to use the banners. You shall not assert the invalidity,
unenforceability, or contest the ownership of the marks in any action or
proceeding of whatever kind or nature, and shall not take any action
that may prejudice our or our licensor's rights in the marks, render the
same generic, or otherwise weaken their validity or diminish their
associated goodwill.
4. We reserve the right to revoke this
license at any time and it shall have been deemed revoked at the
termination of this agreement, for whatsoever reason.
8. Legal Responsibility
1.
Ownership and content of our and our client’s sites remain our
respective properties and shall not be deemed to have been transferred
to the affiliate through any act or omission in respect of the
affiliation agreement.
2. Ownership, content and liability for
affiliate sites are the sole responsibility of the affiliate. You will
be solely responsible for the development, operation, and maintenance of
your site and for all materials that appear on your site.
3. You
will indemnify and hold us harmless from all claims, damages, and
expenses (including, without limitation, attorneys' fees) relating to
the development, operation, maintenance, and contents of your site.
4.
It is the affiliate’s responsibility to follow the correct linking and
tagging procedure to ensure new customer tracking and payment.
5.
Presentation of our banners & content on affiliate’s site is the
responsibility of affiliate. The affiliate must ensure that our content
is presented in accordance with our prescriptions.
6. Affiliate must ensure that any material posted on their site is legal and does not infringe copyright or violate any rights.
7.
We may modify any of the terms and conditions contained in this
Agreement, at any time and in our sole discretion, by posting a change
notice or a new agreement on our site. Modifications may include, for
example, changes in the scope of available referral fees, fee schedules,
payment procedures, and referral program rules. IF ANY MODIFICATION IS
UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT.
YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A
CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE WILL CONSTITUTE BINDING
ACCEPTANCE OF THE CHANGE.
8. Spam - We do not condone Spam.
1.
Any form of Spam will result in your account being placed under review
and all funds due being withheld pending an investigation into your
account. You need to be aware that our clients are liable to incur
expenses in dealing with Spam generated mail and these same expenses
will be deducted from your account should our client seek recourse. In
this instance the amount determined by the relative client will be fair
and deemed final and acceptable based on good faith and such amount will
be collectable by law and deemed to have been accepted by yourself as
fair and reasonable and as agreed to by registration as an affiliate of
WagerProfits.
2. Should these expenses not be covered by funds in
your account we reserve the right to investigate other alternative means
for obtaining payment for example: should your account have generated
purchasing accounts we will hold payment of commission for these
accounts until such a time as the account for damages has been cleared.
Should your account not be active and be generating profit through
commission payments we reserve the right to demand payment from the
account holder. 9. You and we are independent contractors, and
nothing in this Agreement will create any partnership, joint venture,
agency, franchise, sales representative, or employment relationship
between the parties. You will have no authority to make or accept any
offers or representations on our behalf. You will not make any
statement, whether on your site or otherwise, that reasonably would
contradict anything in this paragraph.
9. Miscellaneous
1. Governing Law & Jurisdiction 1.
This Agreement will be governed by the laws of The Kahnawake Territory
without reference to rules governing choice of laws. Any action relating
to this Agreement must be brought in Kahnawake Territory and you
irrevocably consent to the jurisdiction of its courts. 2. Affiliates are not permitted to advertise any of our brands or any of the authorised games in the Kahnawake Territory.
2. Assignability and Enurement 1.
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 you and us and our respective successors and assigns. 3. Non-Waiver 1.
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. NO
MODIFICATIONS, ADDITIONS, DELETIONS OR INTERLINEATIONS OF THIS AGREEMENT
ARE PERMITTED OR WILL BE RECOGNIZED BY US. None of our employees,
officers or agents may verbally alter, modify or waive any provision of
this Agreement. 4. Remedies 1. Our rights and remedies
hereunder shall not be mutually exclusive, i.e., the exercise of one or
more of the provisions of this Agreement shall not preclude the exercise
of any other provision. You acknowledge, confirm, and agree that
damages may be inadequate for a breach or a threatened breach of this
Agreement and, in the event of a breach or threatened breach of any
provision of this Agreement, the respective rights and obligations of
the parties may be enforceable by specific performance, injunction, or
other equitable remedy. Nothing contained in this Agreement shall limit
or affect any of our rights at law, or otherwise, for a breach or
threatened breach of any provision of this Agreement, it being the
intent of this provision to make clear that our respective rights and
obligations shall be enforceable in equity as well as at law or
otherwise. 5. Severability / Waiver 1. Whenever possible,
each provision of this Agreement shall be interpreted in such a manner
as to be effective and valid under applicable law but, if any provision
of this Agreement is held to be invalid, illegal or unenforceable in any
respect, such provision will be ineffective only to the extent of such
invalidity, or unenforceability, without invalidating the remainder of
this Agreement or any provision hereof. No waiver will be implied from
conduct or failure to enforce any rights and must be in writing to be
effective. 10. Term & Termination
1.
The term of this Agreement will begin when you download a merchant
banner and link it to our site and will be continuous unless and until
either party notifies the other in writing that it wishes to terminate
the Agreement, in which case this Agreement may be terminated
immediately. TERMINATION IS AT WILL, FOR ANY REASON, BY EITHER PARTY.
For purposes of notification of termination, delivery via e-mail is
considered a written and immediate form of notification.
2. Upon termination: 1. You must remove our Clients' banner/s from your site and disable any links from your site to theirs and ours.
2. All rights and licenses given to you in this Agreement shall immediately terminate.
3.
You will be entitled only to those unpaid referral fees, if any, earned
by you on or prior to the date of termination. You will not be entitled
to referral fees occurring after the date of termination.
4. If you
have failed to fulfill your obligations and responsibilities, we will
not pay you the referral fees otherwise owing to you on termination.
5. We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
6.
If we continue to permit activity (generation of revenue) from
customers after termination, this will not constitute a continuation or
renewal of this Agreement or a waiver of termination.
7. You will
return to us any confidential information, and all copies of it in your
possession, custody and control and will cease all uses of any trade
names, trademarks, service marks, logos and other designations of the
merchants.
8. You and we will be released from all obligations and
liabilities to each other occurring or arising after the date of such
termination, except with respect to those obligations that by their
nature are designed to survive termination, as set out in this
Agreement. Termination will not relieve you from any liability arising
from any breach of this Agreement, which occurred prior to termination.
9.
WE MAY TERMINATE THIS AGREEMENT IF WE DETERMINE (IN OUR SOLE
DISCRETION) THAT YOUR SITE IS UNSUITABLE. Unsuitable sites may include
those that: are aimed at children, promote sexually explicit materials,
promote violence, promote discrimination based on race, sex, religion,
nationality, disability, sexual orientation, or age, promote illegal
activities, or violate intellectual property rights. 11. Relationship of Parties
1. Indemnity 1.
You shall defend, indemnify, and hold our Clients and their electronic
cash provider, their directors, officers, employees, and representatives
harmless from and against any and all liabilities, losses, damages, and
costs, including reasonable attorney's fees, resulting from, arising
out of, or in any way connected with (a) any breach by you of any
warranty, representation, or agreement contained in this Agreement, (b)
the performance of your duties and obligations under this Agreement, (c)
your negligence or (d) any injury caused directly or indirectly by your
negligent or intentional acts or omissions, or the unauthorized use of
our banners and link or this referral program. 2. Disclaimers 1.
We make no express or implied warranties or representations with
respect to the referral program or referral fee payment arrangements
(including, without limitation, their functionality, warranties of
fitness, merchantability, legality, non-infringement, or any implied
warranties arising out of a course of performance, dealing, or trade
usage). In addition, we make no representation that the operation of our
site will be uninterrupted or error-free and will not be liable for the
consequences of any interruptions or errors. 3. Limitation of Liability 1.
We will not be liable for indirect, special, or consequential damages
(or any loss of revenue, profits, or data) arising in connection with
this Agreement or the referral program, even if we have been advised of
the possibility of such damages. Further, our aggregate liability
arising with respect to this Agreement and the Program will not exceed
the total referral fees paid or payable to you under this Agreement.
Nothing in this Agreement shall be construed to provide any rights,
remedies or benefits to any person or entity not a party to this
Agreement. Our obligations under this Agreement do not constitute
personal obligations of our directors, officers or shareholders. Any
liability arising under this Agreement shall be satisfied solely from
the referral fee generated and is limited to direct damages.
12. Independent Investigation YOU
ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS
TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY
OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM
THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES THAT ARE SIMILAR
TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE
DESIRABILITY OF PARTICIPATING IN THIS REFERRAL PROGRAM AND ARE NOT
RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET
FORTH IN THIS AGREEMENT
13. IN WITNESS
WHEREOF, by having read, the terms and conditions, and acknowledging
such in the Affiliate sign-up form you agree to all the terms and
conditions contained herein. WagerProfits reserves the right to withhold
payment from any Affiliate that violates any of the terms and
conditions contained herein.
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