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Affiliate Agreement

The below is an agreement between classypartners.com ("us", "we", or "our") and you ("you" or the "Affiliate") which regulates the relationship between you and us (the "Affiliate Agreement"). Please read the Affiliate Agreement carefully to ensure you understand your rights and obligations and the repercussions for you should you breach the Affiliate Agreement.

By registering for the Affiliate Program, and / or by accessing and utilising any of our marketing tools or accepting any reward, bonus or commission, whether contained in the Affiliate Agreement or elsewhere as a part of our Affiliate Program, you will be deemed to have read, understood and agreed to the Affiliate Agreement. We will determine in our sole discretion whether to accept your application and our decision is final and not subject to appeal.

1. Definitions

  1. 1.1 “Affiliate”, “Partner” means you, the person or entity, who applies to participate in the Affiliate Program.
  2. 1.2 “Affiliate Account” means the account of the Affiliate set up after an Affiliate Application is made by the Affiliate to take part in the Affiliate Program and approved by Company.
  3. 1.3 “Affiliate Agreement” means all the terms and conditions set out in this document, the terms and conditions of the Commission Structures applicable to the different products and brands, and any other rules or guidelines of the Company and/or Websites made known to the Affiliate from time to time.
  4. 1.4 “Affiliate Application” means the application made by the Affiliate to participate in the Affiliate Program.
  5. 1.5 “Affiliate Links” means internet hyperlinks used by the Affiliate to link from the Affiliate Website(s) or any other third‑party website to Operator Websites.
  6. 1.6 “Affiliate Program” means collaboration between the Company and the Affiliate whereby the Affiliate promotes the Operator Websites and creates Affiliate Links from the Affiliate Website(s) to Operator Websites. For such services the Affiliate is paid a commission depending on the generated traffic to the Operator Websites, subject to terms within this Affiliate Agreement and to the applicable product‑specific Commission Structure.
  7. 1.7 “Affiliate Wallet” means an online wallet in the name of the Affiliate into which Company pays the commission and any other payments due to the Affiliate, which the Affiliate can withdraw in accordance with the Affiliate Agreement.
  8. 1.8 “Affiliate Website” means any website which is maintained, operated or otherwise controlled by the Affiliate.
  9. 1.9 “Company” shall mean company within our group, including our parent companies, their parent companies and all of the subsidiaries of these respective companies.
  10. 1.10 “Company Websites” means the website agreed in signed IO between the Parties or other such websites (including mirror websites) as may be added to this Affiliate Program from time to time.
  11. 1.11 “Commission”, “Fees” means the percentage of the Net Gaming Revenue, or, where applicable, a fixed amount for a New Customer (CPA structure) as set out in the Commission Structures.
  12. 1.12 “Commission Structures” means any specific reward structures expressly agreed between Company and the Affiliate.
  13. 1.13 “Confidential Information” means any information of commercial or essential value relating to Company such as, but not limited to, financial reports, trade secrets, know‑how, prices and custom quotes, business information, products, strategies, databases, technology, information about New Customers, other customers and users of Company Websites, marketing plans and manners of operation.
  14. 1.14 “Intellectual Property Rights” means any copyrights, trademarks, service marks, domain names, brands, business names, and registrations of the aforesaid and/or any other similar rights of this nature.
  15. 1.15 “Net Gaming Revenue” or “NGR” means all monies received by Company from New Customers as placed bets, less (a) winnings returned to New Customers, (b) issued bonuses, (c) net balance corrections, (d) administration fees, (e) fraud costs and chargebacks. For the avoidance of doubt, all Net Gaming Revenue amounts mentioned above are only related to New Customers referred to Company Websites by the Affiliate Website(s).
  16. 1.16 “New Customer” means a new, first‑time customer of the Company who made a first deposit amounting to at least the applicable minimum deposit at Company Websites’ player account, in accordance with the applicable terms and conditions of Company Websites’. This excludes the Affiliate, its employees, relatives and friends.
  17. 1.17 “Parties” means Company and the Affiliate (each a “Party”).
  18. 1.18 “Personal Data” means any information relating to any person, whether individual or legal, that is or may be identified, directly or indirectly.

2. Affiliate Obligations

2.1 To become a member of our Affiliate Program you must accept these terms and conditions by ticking the respective box while submitting the Affiliate Application. The Affiliate Application will form an integral part of the Affiliate Agreement. We will, at our sole discretion, determine whether or not to accept an Affiliate Application and our decision is final and not subject to any right of appeal. You will provide any documentation required by the Company to verify the Affiliate Application and to verify the Affiliate Account information at any time during the term of the Affiliate Agreement. This documentation may include, but is not limited to, bank statements, individual or corporate identity papers and proof of address. It is your sole obligation to ensure that any information you provide us with when registering with the Affiliate Program is correct and that such information is kept up-to-date at all times.

2.2 It is your sole obligation and responsibility to ensure that login details for your Affiliate Account are kept confidential and secure at all times. Any unauthorized use of your Affiliate Account resulting from your failure to adequately guard your login information shall be your sole responsibility, and you remain solely responsible and liable for all such activity occurring under your Affiliate Account user ID and password (whether such activity was undertaken by you or not). You must inform us immediately if you suspect illegal or unauthorized use of your Affiliate Account.

2.3 The Affiliate Program is intended for your direct participation. Opening an Affiliate Account for a third party, brokering or transferring an Affiliate Account is not accepted. Affiliates wishing to transfer an account to another beneficial owner must contact us and request permission. Besides, you shall not open more than one Affiliate Account without our prior written consent. By agreeing to participate in the Affiliate Program, you agree to use your best efforts to actively advertise, market and promote the Operator Websites in accordance with the Affiliate Agreement and the Company’s instructions from time to time. You will ensure that all activities taken by you under the Affiliate Agreement will be in the Company’s best interest and will in no way harm the Company’s reputation or goodwill. You may link to the Operator Websites using the Affiliate Links or other such materials as we may from time to time approve. This is the only method by which you may advertise on our behalf.

2.4 You will be solely responsible for the development, operation and maintenance of the Affiliate Website and for all materials that appear on the Affiliate Website. You shall at all times ensure that the Affiliate Website is compliant with all applicable laws, including the General Data Protection Regulation (GDPR), and functions as a professional website. You will not present the Affiliate Website in such a way that it may cause confusion with the Operator Websites, or give the impression that it is owned or operated by the Operator. The Affiliate Site engaged in the Affiliate Program shall comply with the following conditions:
a) It shall not promote or facilitate violence and hate speech;
b) It shall not promote or facilitate discrimination on the basis of age, anthropometric measures, body composition, caste, colour, criminal record, height, disability, ethnicity, family status, gender identity, generation, genetic characteristics, marital status, nationality, race, religion, political views, sex, or sexual orientation;
c) It shall not contain any material/content which is or may be objectively considered abusive, derogatory, defamatory, discriminatory, embarrassing, harassing, harmful, hateful, libellous, misleading, obscene, offensive, profane, racist, sexist, or threatening;
d) It shall not contain any illegal pornography or other illegal sexual content;
e) It shall not contain deceptive, false or misleading content, including deceptive claims, offers or business practices;
f) It shall not contain viruses, spam, malware, algorithms, logic bombs or any other harmful software or code;
g) It shall not promote or facilitate illegal use of drugs or other medical supplies;
h) It shall not contain any other content which would be unlawful in the target country.

2.5 You will not generate traffic to Operator Websites by registering as a New Customer whether directly or indirectly (for example by using associates, family members or other third parties). Such behavior shall be deemed as fraud. You will also not attempt to benefit from traffic not generated in good faith. If you have any reasonable suspicion that any New Customer referred by you is in any way associated to bonus abuse, money laundering, fraud, or other abuse of remote gaming websites, you will immediately notify us of this. You hereby recognise that any New Customer found to be a bonus abuser, money launderer or fraudster or who assists in any form of affiliate fraud (whether notified by you or later discovered by us) does not count as a valid New Customer under the Affiliate Agreement, and thereby no Commission shall be payable in relation to such New Customers. We reserve the right to withhold affiliate payments and/or suspend or close accounts if customers are found to be abusing any offers or promotions, with or without your knowledge. This includes, but is not limited to, different customers betting on both sides of an event or market in order to limit risk and gain bonuses. You hereby recognize that if 20% or more of New Customers of your total traffic volume found to be bonus abusers, money launderers or fraudsters or assist in any form in affiliate fraud (whether notified by you or later discovered by us) do not count as a valid New Customers under the Affiliate Agreement, and thereby no Commission shall be payable in relation to whole your traffic. The Company has a right to cancel partner’s current deal and set a new deal unilaterally notifying the Partner one (1) day in advance. Reasons of cancellation may include:a) low quality traffic; b) low conversion that may lead to a negative balance. We reserve the right to limit or terminate your commission rate if your performance falls below a certain level.
You hereby recognize that after the cancellation of a current deal and setting of the one with unilateral notification one (1) bank day beforehand all subsequent traffic that will be brought by the Partner (registrations, first deposits and subsequent deposits) will be paid under conditions of a new deal.

2.6 You will not use any Affiliate Links or otherwise place any digital advertisements whatsoever featuring our Intellectual Property on any unsuitable websites (whether owned by a third party or otherwise). Unsuitable websites include, but are not limited to, websites that are aimed at children, display illegal pornography or other illegal sexual acts, promote violence, promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, promote illegal activities or in any way violate the intellectual property rights of any third party or of the Company, or breach any relevant advertising regulations or codes of practice in any territory where such Affiliate Links or digital advertisements may be featured.

2.7 The Affiliate Links shall be displayed at least as prominently as any other sales link on the Affiliate Website. You will only use Affiliate Links provided by the Company within the scope of the Affiliate Program.

2.8 If sending any emails or SMS communications to individuals which include any of Company’s Intellectual Property Rights; or otherwise intend to promote Operator Websites, you must first obtain our permission to send such emails. If such permission is granted by the Company, you must then ensure you have each and every recipient’s explicit consent to receive marketing communications in the form of communication to be sent (i.e. by SMS or email) and that such individuals have not opted out of receiving such communication. You must also make it clear to the recipient that all marketing communications are sent from you and are not from our Company.

2.9 Any use of Company’s Intellectual Property Rights must be in accordance with any brand guidelines issued to you from time to time and are always subject to the approval required in clause below. You will not register domain names, as well as search terms or other identifiers for use in any search engine, portal, app store, sponsored advertising service or other referral service which are identical to any of the Company’s trademarks or otherwise include the Company trademarks.

2.10 You will not use any advertising layout or creative (including banners, images, logos) incorporating our Intellectual Property Rights unless the advertising layout or creative was provided to you by the Company or (if advertising layouts are created by you) without the advance written approval of Company. You will not modify the appearance of any advertising that has been provided to you or for which approval was granted. It is your responsibility to seek approval from Company in time for launch of any advertising campaign or creative, to ensure you have written approval from the Company in relation to advertising, and to be able to evidence such approval upon request.

2.11 You will not offer any cash-back / value-back or similar programs, other than such programs as are offered on the Operator Websites.

2.12 The Company has ongoing commitment to responsible gaming and prevention of gambling addiction. You agree to actively cooperate with the Company to convey a responsible gaming message. Specifically, you will not use any material or in any way target persons who are under 18 or the legal gambling age in their jurisdiction.

2.13 You will not target any territory or jurisdictions where gambling is illegal. You will act within the relevant and / or applicable law at all times and you will not perform any act which is illegal in relation to the Affiliate Program or otherwise. Where applicable, Affiliate must obtain, maintain and comply with all licences that an Affiliate may require in order to fulfil their obligations depending on the local law and jurisdiction where such Affiliate operate. When it comes to Responsible Gaming you will actively co-operate with classsypartners.com to convey a responsible gaming message and reduce gambling addiction including (but not limited to) featuring such responsible gaming links, information or logos as required by classypartners.com on the Affiliate Website.

2.14 You shall at all times comply with the General Data Protection Regulation (GDPR) and the Privacy and Electronic Communications (e-Privacy Directive) Regulations 2002/58/EC and any new or amended data protection acts, regulations or law applicable to your territory. This includes all applicable legislation and/or regulations relating to the use of ‘cookies’.

2.15 You shall be solely responsible for all risk, costs and expenses incurred by you in meeting your obligations under the Affiliate Agreement.

2.16 You will immediately give Company all such assistance as is required and provide us with all such information as is requested by Company to monitor your activity under the Affiliate Program.

2.17 The Affiliate agrees to immediately upon request by Company, return all Commissions received based on New Customers referred to Company in breach of the Affiliate Agreement or relating to fraudulent or falsified transactions.

2.18 No Trademark Bidding Affiliates may not register domain names or bid on keywords or search terms related to our brands .

2.19 You agree to notify us in writing as soon as practicable and in any event within 5 working days of your becoming aware, of any breach of the Affiliate Agreement, including but not limited to breaches by you of any laws, regulations, licence conditions, codes of conduct or advertising rules which apply to you as a result of the Affiliate Agreement.

2.20 By applying to be registered as an Affiliate, You warrant the following: a. The information you provide us with upon registration is complete, valid and truthful, as is any other information you provide thereafter during the term of this Agreement; b. In the event that you are not an individual, the person submitting the application has the full right, power and authority to enter into this Agreement on behalf of such company/corporate entity/organisation; c. The execution of this Agreement by such individual, and the performance by you of your obligations and duties hereunder, do not and will not violate any agreement to which you are a party or by which you are otherwise bound; d. That you have all requisites, legal and authoritative, to enter into this Agreement and to carry out and perform your obligations under the terms of this Agreement; e. you shall comply with all Applicable Law and regulations (including Data Protection Laws) related to the performance contemplated under this Agreement; f. Your performance of this Agreement shall not infringe the intellectual property rights or any other rights of any third party, including without limitation, right of privacy, right of publicity, contractual or other right of any person, or constitute any libel or slander of any person. g. To provide, at any given point, both before your appointment as an Affiliate as well as at any point during the duration of the Agreement, whether You are a company/corporate entity/organisation or an individual, upon our request, any due diligence information, including but not limited to: proof of identity; proof of address; incorporation documents; company and/or group structure; verification documents regarding board members, directors, shareholders and beneficiaries; confirmation or otherwise of any political connections, sanctions, and adverse media; and any other corporate documents and/or certificates; h. To provide, at any given point during the duration of the Agreement, any such information to us as we may reasonably require in order to enable us to comply with our information reporting and other obligations to any relevant supervisory authorities; i. When carrying out activities on our behalf, to conduct yourself as if you were bound by the same license conditions and subject to the same codes of practice applicable to us; j. That you have effective mechanisms in place to prevent access to your Affiliate Website by minors, including but not limited to, clear warning signs indicating the minimum legal age permitting individuals to make use of the product as stipulated in the laws of the relevant jurisdiction; k. That any commercial communications which originate from you must include a message regarding playing responsibly and a message in this regard should be clearly placed and portrayed on your Affiliate Website. Examples of such messages include, but are not limited to, the following: “If you play, play responsibly”; or “Uncontrolled gambling may have adverse consequences at a psychological level”. If you fail to provide any of the documents requested by us in accordance with clause (g) and (h) above, or if we suspect that you have tampered with any of the documents provided (or attempted to mislead or misrepresent in any way), we may, at our sole discretion, reject your application to be an Affiliate and/or terminate this Agreement. If at any time during the term of this Agreement We determine, in our sole discretion, that you are in breach of any of the warranties listed in this, we may: terminate this Agreement immediately; and withhold any fees payable to you under this Agreement and we will not be liable to pay any fees to you.

2.21 You must include, prominently display and permanently display the most recent link provided by us on all pages of your website in a manner and location agreed upon with us, and you must not change the form, location or operation of the link without our prior written consent. We reserve the right to reduce the referral commission percentage if you reduce your efforts to attract new customers. Your reduction or installation of advertising on our sites will be considered a breach of this Agreement.

2.22 The Affiliate shall provide Services with the use of customary means (e.g. IP-Geolocation) in order to limit the provision of Services to the agreed GEO. The Affiliate shall not use automated script(s), computer program(s) in order to imitate the click of the user on the Advertisement or imitate the registration of the Referred Customer on the Website.

2.23 To preserve the integrity of the affiliate program and ensure compliance with regulatory and internal risk management standards, the Company enforces strict measures regarding the use of VPNs (Virtual Private Networks), proxies, or other anonymizing technologies by referred users.
In accordance with this Terms, if a Customer referred by an Affiliate is found to have registered or accessed the platform using a VPN, proxy, or any similar service designed to mask or alter their geographic location or IP address, the following shall apply non-eligibility for Commission, potential account sanctions mentioned in clause 5.1.

3. Affiliate Rights

3.1 Right to direct New Customers. We grant you the non-exclusive, non-assignable, right, during the term of this Affiliate Agreement, to direct New Customers to such Operator Websites as we have agreed with you in strict accordance with the terms of the Affiliate Agreement. You shall have no claim to Commission or other compensation on business secured by persons or entities other than you.

3.2 We grant to you a nonexclusive, non-transferable licence, during the term of this Affiliate Agreement, to use the Company Intellectual Property Rights, which we may from time to time approve solely in connection with the display of the promotional materials on the Affiliate Website or in other such locations as may have been expressly approved (in writing) by Company. This licence cannot be sub-licensed, assigned or otherwise transferred by you.

3.3 For the purpose of the services delivered under this Agreement, it is understood that the Affiliate shall not have access to any Personal Data of Company’s customers.

3.4 We may amend, alter, delete, interlineate or add to these Terms and Conditions at any time and in our sole discretion, by posting a change notice or a new agreement on our site. Such amendments, alterations, deletions, interlineations or additions may include, for example, changes in the scope of available fees, fee schedules, payment procedures, and referral programme rules. Any amendments, alterations, deletions, interlineations or additions to this these Terms and Conditions shall be effective immediately upon notice, by display on the Website, and shall supersede all previous versions. Your use of the Website and/or continued marketing of us or the products after such notice is given to you will be deemed as the acceptance of such amendments, alterations, deletions, interlineations or additions, or the new Agreement should these Terms and Conditions be replaced in their entirety. Be sure to review this Agreement periodically to ensure familiarity with its most current version. Please note that no purported modifications, amendments, alterations, additions, deletions or interlineations of this Agreement by you are permitted or will be recognized by The Company. No employees, officers, representatives or agents of the Company may verbally alter, modify or waive any provision of this Agreement.

3.5 In accordance with this Agreement, we grant you a non-exclusive, non-transferable right to refer customers to any of our sites in accordance with the terms of this Agreement. This Agreement does not grant you the exclusive right or privilege to assist us in providing services related to your referrals, and we obviously intend to enter into contracts and obtain assistance from others at all times to provide services of the same or similar nature as yours. You will not be entitled to referral fees or other compensation with respect to business received through persons or entities other than you.

4. Company Obligations

4.1 We shall use our best efforts to provide you with all materials and information required for necessary implementation of the Affiliate Links.

4.2 At our sole discretion, we will register any New Customers directed to the Operator Websites by you and we will track their transactions. We reserve the right to refuse New Customers (or to close their accounts) if necessary to comply with any requirements we may periodically establish.

4.3 We shall make available monitoring tools which enable you to monitor your Affiliate Account and the level of your Commission and the payment thereof.

4.4 We shall use and process the following personal data of an Affiliate or any Affiliate employee, as follows: your username for logging in, your email address, name, date of birth, your country and address, telephone number and financial data for the purposes of ensuring a high level of security, fulfilling the AML legal requirements and for managing our business relationship.

4.5 Subject to your strict adherence to the Affiliate Agreement, we shall pay you the Commission in accordance with Clause 6.

5. Company Rights and Remedies

5.1 In the case of your breach (or, where relevant, suspected breach) of this Agreement or your negligence in performance under the Affiliate Program, or failure to meet your obligations hereunder, the Company shall have the following remedies available: a) the right to suspend your participation in the Affiliate Program for the period required to investigate any activities that may be in breach of the Affiliate Agreement. During such period of suspension payment of Commissions will also be suspended; b) the right to withhold any Commission or any other payment to the Affiliate arising from or relating to any specific campaign, traffic, content or activity conducted or created by the Affiliate which is in breach of the Affiliate’s obligations under the Affiliate Agreement; c) the right to withhold from the Commission monies which Company deems reasonable to cover any indemnity given by the Affiliate hereunder or to cover any liability of Company which arises as a result of the Affiliate’s breach of the Affiliate Agreement; d) immediately terminate the Affiliate Agreement; e) the right to withhold monies held in the Affiliate Wallet if they are not withdrawn within a period of 3 (three) months from the date of the termination of the Affiliate Agreement in accordance with clause 9.1. Our rights and remedies detailed above shall not be mutually exclusive.

6. Commission and Payment

6.1 Subject to your adherence to the provisions of the Affiliate Agreement, you will earn Commission in accordance with the Commission Structure. We retain the right to change the Commission percentage and method of calculation of Commission in accordance with this clause.

6.2 The Commission is calculated at the end of each month and payments shall be made for the previous month, not later than the 15th of the following calendar month.

6.3 Payment of Commission will be made in cryptocurrency Tether (USDT, TRC20) or other cryptocurrencies by request of the Affiliate. Due to existing regulations, Affiliates may be required for verification and “know your customer” documentation before a withdrawal can be accessed.

6.4 A minimum amount of the commission payable is the equivalent 250USDT (two hundred fifties USDT).

6.5 If an error is made in the calculation of the Commission, the Company has the right to correct such calculation at any time and will immediately pay out underpayment or reclaim overpayment made to the Affiliate.

6.6 The Affiliate may, at the Company’s sole discretion, be provided with the opportunity to restructure its commission structure.

6.7 The Affiliate’s acceptance of a Commission payment shall constitute the full and final settlement of the balance due for the relevant period. In case the Affiliate disagrees with the balance due as reported, he or she shall notify the Company within seven (7) calendar days and clearly state reasons of the disagreement. Failure to notify the Company within this time limit shall be considered as an irrevocable acknowledgment of the balance due for the relevant period.

6.8 The Commission shall be deemed to be exclusive of value added tax or any other applicable tax. The Affiliate shall have the sole responsibility to pay any and all taxes, levies, charges and any other money payable or due to any tax authority, department or other competent entity as a result of the compensation generated under the Affiliate Agreement.

6.9 Payment services are accomplished by an appointed company on behalf of www.classypartners.com.

6.10 No payments will be made to the Affiliate unless all payment details are completed in the Affiliate's Account with the Company (e.g., for wire transfers - beneficiary name, beneficiary address, account number, bank name, bank address, and SWIFT; for cryptocurrency payments - wallet address and any other relevant information). The Affiliate will be solely responsible for the accuracy, completeness, and relevance of its contact and payment details in the Affiliate's Account with the Company. The Company will not be liable for delay or non-receipt of the payment in case the Affiliate provides the Company with incorrect or incomplete payment details, and the Company will not reimburse the Affiliate for these payments. The Affiliate will be liable for all expenses caused by incorrect or incomplete payment details, including, but not limited to, returned payments, correction of payment details, payment rerouting, and payment investigations.

6.11 If at any time and for any reason any monies received by the Company from New Customers need to revert back to said New Customers, any Commissions paid to you based on said monies shall accordingly revert back to the Company. The Company shall also be entitled to set-off from future Commissions and/or Sub-Affiliate Commissions payable to you any amounts already received by you in these circumstances.

6.12 If the Affiliate claims the Commission after the 12 (twelve) months from the date of occurrence of this Commission, the Company reserves the right to pay this Commission within 6 (six) month after the receiving of the Affiliate's claim.

7. Standard Commission Structures

7.1 Commission Structure depends on the agreed deal.

8. Confidential Information

8.1 During the term of the Affiliate Agreement, you may from time to time be entrusted with confidential information relating to our business, operations, or underlying technology and/or the Affiliate Program (including, for example, the Commissions earned by you under the Affiliate Program). You agree to avoid disclosure or unauthorized use of any such confidential information to third persons or outside parties unless you have our prior written consent. You also agree that you will use the confidential information only for the purposes of the Affiliate Agreement. Your obligations in regards to this clause survive the termination of this Agreement. In addition, you must not issue any press release or similar communication to the public with respect to your participation in the Affiliate Program without the prior written consent of the Company (with approval of the exact content to also be approved by Company).

9. Term and Termination

9.1 The term of the Affiliate Agreement will begin when you are approved as an Affiliate and will be continuous unless and until either Party notifies the other in writing that it wishes to terminate the Agreement. In this case the Agreement will be terminated at the same moment such notice is given. For purposes of notification of termination, delivery via e-mail is considered a written and immediate form of notification. For the avoidance of doubt, Company may also terminate (in accordance with Clause 5 above) upon immediate notice at any time for the Affiliates failure to meet their obligations under the Agreement or otherwise for the Affiliate’s negligence.

9.2 Upon termination you must immediately remove all of Company banners or creatives from the Affiliate Website and disable all Affiliate Links from the Affiliate Website to all Operator Websites. All rights and licenses given to you in the Affiliate Agreement shall immediately terminate. You will return to Company any confidential information and all copies of it in your possession and control, and will cease all uses of all Company Intellectual Property Rights.

9.3 Upon termination of the Affiliate Agreement for any reason, all Commission relating to any New Customers directed to Company during the term shall be payable to the Affiliate as from the date of termination.

10. Miscellaneous

10.1 We make no express or implied warranties or representations with respect to the Affiliate Program, about Company or the Commission payment arrangements (including, without limitation, functionality, warranties of fitness, merchantability, legality or non-infringement). In addition, we make no representation that the operation of our sites will be uninterrupted or error-free and will not be liable for the consequences if there are any. In the event of a discrepancy between the reports offered in the Affiliate Account system and the Company database, the database shall be deemed accurate.

10.2 You shall indemnify and hold Company, our directors, employees and representatives harmless from and against any and all liabilities, losses, damages and costs, including legal fees, resulting from or in any way connected with (a) any breach by you of any provision of the Affiliate Agreement, (b) the performance of your duties and obligations under the Affiliate 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 creatives and links or this Affiliate Program. The Company shall not be held liable for any direct or indirect, special, or consequential damages (or any loss of revenue, profits, or data), any loss of goodwill or reputation arising in connection with the Affiliate Agreement or the Affiliate Program, even if we have been advised of the possibility of such damages.

10.3 Our failure to enforce your strict performance of any provision of the Affiliate Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of the Affiliate Agreement.

10.4 The Company and the Affiliate are independent contractors and nothing in the Affiliate Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between us. 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 would contradict anything in this Affiliate Agreement.

10.5 Neither party shall be liable to the other for any delay or failure to perform its obligations under the Affiliate Agreement if such delay or failure arises from a cause beyond its reasonable control, including but not limited to labour disputes, strikes, industrial disturbances, acts of God, acts of terrorism, floods, lightning, utility or communications failures, earthquakes or other casualty. If such event occurs, the non-performing Party is excused from whatever performance is prevented by the event to the extent prevented provided that if the force majeure event subsists for a period exceeding thirty (30) calendar days then either Party may terminate the Affiliate Agreement with immediate effect by providing a written notice.

10.6 You may not assign the Affiliate Agreement, by operation of law or otherwise, without our prior written consent.

10.7 If any provision of the Affiliate 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 the Affiliate Agreement or any provision hereof.

10.8 The Affiliate Agreement was first drafted in English. Should there be any conflict or discrepancy between the English language version and any other language, the English version shall prevail.

10.9 We may modify any of the terms and conditions contained in the Affiliate Agreement or replace it 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 Commissions and Affiliate Program rules. If any modification is unacceptable to you, you need to terminate the Affiliate Agreement. Your continued participation in our Affiliate Program following our posting of a change notice or new agreement will constitute binding acceptance of the modification or of the new agreement.

10.10 If the Parties are unable to reach an amicable settlement, all disputes related to or arising in the connection of this Agreement shall be finally settled by Arbitration Rules of London Court of International Arbitration (“LCIA”) by one arbitrator appointed in accordance with said rules. The place of arbitration shall be London and the language of proceedings shall be English.

11. Anti‑Corruption Clause

11.1 Each Party declares and warrants that it is aware of and understands the requirements of the anti-corruption laws which may apply to the respective Party at any given situation throughout the world (hereinunder – “Applicable Anti-Corruption Laws”).

11.2 Each Party shall not propose, implement, promise to perform or permit both in connection with the operations provided for the purpose of the business relationship between the Parties, and any other operations with the participation of other Party, any payment of money or the provision of a gift of undue advantage directly or indirectly to: a) any Public official or any Political Party (Person); or b) any director, official, employee, representative of other Party or to their close relatives; c) any other private person or legal entity, knowing that any part of such payments or transfers will be offered, executed or promised, directly or indirectly, to the persons specified in paragraphs and stated above.

11.3 Each Party undertakes that no payment from one of the Party to the other Party shall be used to offer or grant any undue pecuniary advantage of any kind to any officer of any third party in exchange for the signing, or the promise of signing, by such third party of an agreement with the respective Party.

11.4 It is the understanding of both Parties that any violation of clause 11 shall be considered a material breach of this Agreement.