Terms of Service
Betting Partners™ Affiliate Program Terms of Service
Latest Update: [9th November 2011]
These Terms and Conditions form a legally binding agreement between an Affiliate applicant (or an approved Affiliate) ("Affiliate") and Betting Partners (the “Company”) in relation to the Betting Partners Affiliate Program (the "Program").
PLEASE READ THESE TERMS OF SERVICE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING LEGAL RIGHTS, REMEDIES AND OBLIGATIONS.
You should print off and/or save a copy of these Terms and Conditions ("Terms") for your records.
Betting Partners manages the Program on behalf of its Clients.
Definitions and Application of terms
These Terms apply to an Affiliates application to or participation in the Program.
An Affiliate may not apply to or participate in the Program unless they accept the Terms.
An Affiliate may not apply to or participate in the Program if they are not of legal age to form a binding contract with the Company, or are otherwise precluded from participating in the Program under the laws of the country in which they are resident.
The Terms shall be deemed accepted by an Affiliate upon the earlier of: (i) submitting an application to participate in the Program; or (ii) continued participation in the Program.
The Company may make changes to the Terms from time to time, and the Company will make a new copy of the Terms available at www.bettingpartners.com. Affiliates understand and agree that if they continue to participate in the Program after the date on which the Terms have changed, they are deemed to have affirmatively accepted the updated Terms. An Affiliate must regularly check these Terms to determine whether they have been updated and the Company is under no obligation to inform an Affiliate when the Terms have been updated. When the Company posts changes to the Terms, the "Latest Update" date at the top of Terms will be updated. If an Affiliate elects not to continue to participate in the Program following such changes, such Affiliate must inform the Company in writing via the following email address firstname.lastname@example.org that they wish to cease participating in the Program. In such circumstances the provisions governing termination with notice (see clause 3.2) shall apply.
The following definitions shall apply in these Terms:
"Affiliate Player" player registered with a Client Website and tagged to an Affiliate;
"Clients" online gaming operators who have instructed the Company to operate the Program on their behalf;
"Client Brands" the brands of the Clients (whether or not included within the Program) including but not limited to all brand treatments, logos, slogans, trademarks and further including all Intellectual Property Rights in and to the foregoing and expressly including the goodwill and reputation subsisting therein throughout the world;
"Client Website" any and all of the urls owned or operated by the Clients and any other websites that the Company deems relevant to these Terms in its sole discretion.
"Intellectual Property Rights" means patents, inventions, utility models, petty patents, registered and unregistered design rights, Know-how, copyrights, semi-conductor topography rights, rights of extraction relating to databases, the right to use software, marks, trademarks, trading name, domain names and all other similar proprietary rights which may subsist in any part of the world including, where such rights are obtained or enhanced by registration, any registration of such rights and applications and rights to apply for such registrations;
"Know How" means confidential industrial and technical information and techniques in any form (including paper, electronically stored data, magnetic media, film and microfilm) including (without limiting the foregoing) drawings, formulae, test results, reports, project reports and testing procedures, instruction and training manuals, tables of operating conditions, specifications, tables and procedures;
"Website" means bettingpartners.com.
To begin the enrolment process, a potential Affiliate will submit a complete Program application via the Website (the “Application”).
The Company will evaluate the Application and will notify the potential Affiliate of its acceptance or rejection to the Program. The Company may reject any Application if it is determined, in the Company’s sole and absolute direction, that the Application, the Affiliate or related Affiliate website is unsuitable for the Program.
Unsuitable websites include, but are not limited to, those that:
- Infringe trademark rights of the Company, its Clients or any third parties or otherwise violates the rights of any third party;
- Contain sexually explicit materials;
- Contain hate/violent/offensive content;
- Promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age;
- Promote illegal activities or otherwise violate any applicable laws, including those targeting spyware, adware or SPAM;
- Violate any Intellectual Property Rights, including, without limitation, scraping text or images from the Website; and/or
- Otherwise are considered by the Company to be offensive or inappropriate.
In the event that an Affiliate has specified to advertise, market and promote for more than one Client Brand, the Company may choose to accept the application for one of its Clients and reject it in respect of another Client.
The Company at its sole discretion shall determine which products an Affiliate is entitled to promote.
If the Company rejects the Application, potential Affiliates may re-apply to the Program at any time. Affiliates should also note that if the Company accepts an Application and the Affiliate’s website is thereafter determined, at the Company’s sole discretion, to be unsuitable for the Program, the Company may terminate this Agreement in accordance with clause 3.3 and 3.4.
An Affiliate shall not attempt to open more than one Affiliate account without prior written consent from the Company, nor will an Affiliate earn commissions on their own or related persons accounts. Affiliates are not permitted to wager with an Affiliate account. If an Affiliate would like to play on a Client Website, such Affiliate must set up a separate player account on the Client Website. If an Affiliate would like to test the system, the Company will provide the Affiliate with a demo account. In the event of a violation, the Company has the right to void all earned commissions applicable from such play. For avoidance of doubt any Client Website personal player account must not be directly tagged to an Affiliates account.
TERM AND TERMINATION
The term of an Affiliate’s participation in the Program ("Term") will begin upon the Company’s written confirmation of acceptance into the Program.
Either the Company or an Affiliate may terminate this Agreement and their participation in the Program at any time, with or without cause, by giving the other party at least 30 days written notice of termination (such notice to be sent to the Company by email to email@example.com (Attention: Affiliate Manager)).
The Company has the right to terminate the Agreement without prior notice, in the Company’s sole and absolute opinion, if an Affiliate breaches any terms or conditions of this Agreement.
The Company has the right to terminate the Agreement without prior notice if an Affiliate does anything to bring any of the Clients or the Clients’ Brands into disrepute.
If the Agreement is terminated pursuant to clause 3.2, the Affiliate will be entitled to unpaid Commissions if any, earned by or on the date of termination. For the avoidance of doubt, no Commissions occurring after the date of termination will be paid.
If the Agreement is terminated pursuant to clause 3.3 and 3.4, the Affiliate shall not be entitled to unpaid Commissions, if any earned by or on the date of termination.
Upon termination of the Agreement:
All rights and licenses granted to the Affiliate shall terminate immediately.
The Affiliate must remove all Client and Betting Partners banners from their website and disable any links to the Client Website(s) and the Website from their website. The Company may withhold any final payments, pursuant to clause 3.5 for a reasonable time to ensure that the correct amount is paid to the Affiliate.
If the Company continues to permit activity (generation of revenue) from the Affiliate’s customers after the date of termination, this does not constitute a continuation or renewal of this Agreement or a waiver of termination.
The Affiliate will return to the Company any confidential information and all copies of information in their possession, custody and control relating both to the Company and the Clients. The Affiliate will cease all uses of any trade names, trademarks, service marks, logos and other designations of the Company, its licensors and of the Clients.
The Affiliate and the Company will be released from all obligations and liabilities to each other occurring or arising after the date of 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 the Affiliate from any liability arising from any breach of this Agreement, which occurred prior to termination.
COMPANY OBLIGATIONS AND RESPONSIBILITIES
The Company grants to an Affiliate:
- the non-exclusive, non-assignable right to direct players to the websites of the Clients in accordance with these Terms; and
- the non-exclusive, non- assignable license to the trademarks, banners and any other material belonging to the Clients and authorised by the Company for use by the Affiliate.
The Company will provide a variety of graphic and textual links to Affiliates for placement on their website(s). Subject to the Terms, Affiliates may display the links as often and in as many areas of their website(s) as they desire.
Each Client Website will register Affiliate Players with an account. By opening an account with a Client Website, each Affiliate Player agrees that all of such Client Websites’ applicable rules, policies and operating procedures will apply to them. Each Client Website reserves the right to refuse Affiliate Players or close their accounts if necessary in its discretion.
The Company will track Affiliate Players’ play on behalf of each Client and will supply reports summarizing customer activity to the Affiliate. The form, content and frequency of the reports may vary from time to time in the Company’s sole discretion.
COMMISSION STRUCTURES AND CALCULATIONS
Any payments made pursuant to this clause 5 shall be referred to as Commissions. The Company reserves right to offer different commission structures in respect of different Clients.
The Company will pay the Affiliate a percentage, to be agreed between the Affiliate and the Company, of the total monthly Net Revenue for play generated by Affiliate Players on each Client Website (for which the Affiliate acts).
An Affiliate shall only be entitled to Net Revenue for revenues generated by Affiliate Players on those products determined in accordance with clause 2.5.
"Net Revenue" is calculated as follows:
- on Sportsbook activities: all gross monies from bets made by Affiliate Players less; monies paid out to Affiliate Players as winnings, fraud, processing and licensing fees, charge-backs, bonuses, and other incentives offered to the Affiliate Player;
- on Casino activities: total wagers made by Affiliate Players less; payouts, charge-backs, bonuses, fraud, processing and licensing fees, and other incentives offered to the Affiliate Player;
- on Poker activity: the gross rake less; bonuses, charge-backs, fraud, processing and licensing fees, and other incentives offered to the Affiliate Player.
- on Racebook activities: all gross monies from bets made by Affiliate Players less; monies paid out to Affiliate Players as winnings, fraud, processing and licensing fees, charge-backs, bonuses, and other incentives offered to the Affiliate Player.
Net Revenue shall be calculated for each Affiliate Player and in respect of each Client Website (for which the Affiliate acts) and the aggregate of all such calculations shall be the amount to which the relevant percentage is applied.
If Net Revenue for a given player is $
In order to be entitled to the Revenue Share based on Net Revenue, all Affiliates are required to generate not less than three (3) minimum Affiliate Players in any rolling 6-month period. In the event that an Affiliate does not generate at least three such Affiliate Players, such Affiliate’s entitlement shall drop to 10% of all applicable Net Revenue for such Affiliate Players. In the event that the Affiliate later exceeds the minimum Affiliate Players requirement, as of the date of Affiliates re-instatement, the Affiliate shall be entitled to the percentages based on Net Revenue for future Net Revenue generated by such Affiliate Players. Affiliate shall not be entitled to the percentages retrospectively, notwithstanding their reinstatement.
For the avoidance of doubt each and every Affiliate will participate in the Revenue Share commission structure unless agreed between the Affiliate and the Company.
Cost per Acquisition
At any time, for any reason, the Company has the right to convert an Affiliate's commission structure from Revenue Share to per player cost per acquisition at such rate as delivered by the Company in it sole discretion ("CPA").
AFFILIATE OBLIGATIONS AND RESPONSIBILITIES
An Affiliate shall use its best endeavours to actively and effectively advertise, market and promote a Client Website as widely and aggressively as possible in order to maximize the financial benefit to both the Affiliate, the Client and the Client Brand. An Affiliate shall only engage in advertising, marketing and promotional efforts which do not violate any law and which reflect positively upon the business reputation of a Client and the Client Brand.
It is the responsibility of the Affiliate to ensure that the correct tracking is utilized on its website. The Company will not change the Affiliate tracking ID for Affiliate Players resulting from incorrect or incomplete tracking. The Company is not responsible for Commission Fees generated from Affiliate Players with incorrect or incomplete tracking information.
An Affiliate shall not establish any Facebook, Twitter or other social network domains, blog domain, profile name or display name containing any names, words and phrases that are or can be deemed to form part of a Client Brand.
An Affiliate is restricted from purchasing any domains that include any names, words and phrases that are or can be deemed to form part of a Client Brand or bidding on any keywords or keyword phrases that include, any names, words and phrases that are or can be deemed to form part of a Client Brand in any format in any pay per click (PPC) search engine. This includes, but is not limited to, the following search engines: Overture, Google, Kanoodle, FindWhat, ePilot and Ah-ha.
An Affiliate is restricted from utilizing derivatives of any names, words and phrases that are or can be deemed to form part of a Client Brand in URLs and directory names for the intention of search engine optimization.
An Affiliate is restricted from setting up any site redirects from any page on their website or network of websites so that the page goes directly to a Client Website.
An Affiliate is restricted from optimizing any page of their website(s) for keyword or keyword phrases that include, any names, words and phrases that are or can be deemed to form part of a Client Brand in any format. This includes, but is not limited to, meta tags, headers and body content.
An Affiliate is restricted from purchasing or building off-site text links with anchor text for keyword phrases any names, words and phrases that are or can be deemed to form part of a Client Brand.
Banners and links may not be placed within unsolicited email, unauthorized newsgroup postings, chat rooms or through the use of "bots". Commission Fees earned from traffic generated illegally or in contravention of these Terms will not be due and payable to an Affiliate.
An Affiliate shall bear all costs and expenses incurred in connection with the advertising, marketing and promotion of a Client Brand.
An Affiliate shall not create, publish, distribute, or permit any written material that makes reference to any names, words and phrases that are or can be deemed to form part of a Client Brand without first submitting such material to the Company and receiving prior written consent, which shall not be unreasonably withheld.
An Affiliate agrees to cooperate fully with the Company in utilizing and maintaining links and other promotional tools as supplied by the Company. Furthermore, an Affiliate agrees to:
- Utilize the entire code for the banners, links and other promotional tools (including the tracking codes therein) and shall not in any way alter or remove any part of the code;
- Display on the Affiliate’s website(s) only those graphical or textual images that are provided by the Company;
- Update such images with new images provided by the Company from time to time throughout the term of this Agreement;
- Display such graphic and/or textual images prominently in relevant sections of Affiliate’s website(s); and
- Remove any such graphic and/or textual images from an Affiliate website as directed by the Company from time to time throughout the term of this Agreement.
The Company employs strict eDM (email direct marketing) guidelines and policies for affiliates, media and other third parties. The eDM guidelines and policies serve to protect the "Client Brands, and email reputation with customers, Internet Service Providers (Google, AOL, Yahoo, Hotmail, etc.) and spam services including Spam Cop, Spam Assassin, Goodmail, Bonded Sender and others. Affiliates that conduct unauthorized eDM communications advertising any of the Client Brands are subject to the Company placing their Affiliate account under review and withholding all funds otherwise due pending investigation. Classification of eDM communications that would be subject to review includes unsolicited email (spam), spamvertising and spoofing. By registering as an Affiliate, an Affiliate agrees to abide to CAN-SPAM and FCC regulations and employ best practices in all marketing email communications. An Affiliate further acknowledges and agrees that subscribers and customers may incur expenses in dealing with Spam-generated mail, and that the Company or its Clients may potentially incur legal expenses and penalties as a result of unauthorized third party email communications and in such event expenses will be deducted from the Affiliate’s account. In such cases, the Company shall determine such amounts in good faith and the Company’s determination will be deemed accepted by the Affiliate, and such amount will be collectable by law in accordance with this Agreement. Should these expenses not be covered by funds in the Affiliate’s account Company reserves the right to investigate alternative means for obtaining payment. For example: should the Affiliate’s account have generated purchasing accounts Company will hold payment of commissions for these accounts until such a time as the account for damages has been cleared. Should the Affiliate’s account be inactive and not be generating profit through commission payments Company reserve the right to demand payment from the Affiliate.
The Company will seek criminal and contractual sanctions against any Affiliate and Affiliate Player involved in fraud, dishonesty or criminal acts. The Company will withhold Commissions due to an Affiliate where fraud, dishonesty or criminal acts are suspected. Affiliates agree to abide by the fraud policies of all of the Clients.
The Company will procure the payment of Commissions earned pursuant to clause 5 on a monthly basis in arrears and according to the applicable Commission structure.
Payment for the preceding month shall be processed by the 15th day of each calendar month. If an Affiliate’s Commissions earned do not exceed the minimum balance of $200 (or $500 if an Affiliate chooses to be paid via Bank Wire) in any given month, then payment will be carried over to the following month until they exceed the minimum balance.
If an Affiliate is participating via the Revenue Share and the Net Revenue for a particular calendar month is negative thus resulting in a negative Commission (in accordance with clause 5.1.4) such negative Net Revenue shall be carried forward to the subsequent months(s).
It is the Affiliate’s responsibility to select the method of payment and to pay transaction fees associated with their selected payment. Unless otherwise stipulated, payment will be withheld.
All amounts are calculated and paid in accordance with the Company’s reasonable and good faith means of statistical analysis and customer tracking methods. An Affiliate agrees that the Company’s statistical analysis and customer tracking methods are accurate and reasonable and its calculations final.
If an Affiliate fails to display banners and text relating to banners of Clients in accordance with instructions from the Company, the Company shall not pay Commissions to such Affiliate until the Company’s instructions have been followed.
If an Affiliate Player is banned from play at a Client Website for any reason, and the relevant Client returns any deposited funds to the Affiliate Player, the Affiliate will not be entitled to any Affiliate Commissions earned by the Affiliate in respect of the revenues generated by such banned Affiliate Player.
If an Affiliate Player is being investigated for credit card, bank information or address verification, the Company will withhold payment of Commissions earned by the Affiliate in respect of revenues generated by such Affiliate Player until the investigation is completed.
If an Affiliate does not inform the Company, within 30 days of receipt of the Commission, that such Affiliate believes that the Commission has been incorrectly calculated and the wrong amount been paid then such Affiliate is deemed to have accepted that the Commission paid to it under these Terms has been calculated correctly and is correct.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY AN AFFILIATE FROM THE COMPANY OR IN RELATION TO THE PROGRAM SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THE TERMS. THE COMPANY FURTHER EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE COMPANY, ITS CLIENTS, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS AND SERVICE PROVIDERS SHALL NOT BE LIABLE TO YOU FOR: (I) ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS; (II) ANY LOSS OR DAMAGE WHICH MAY BE INCURRED BY YOU, INCLUDING BUT NOT LIMITED TO LOSS OR DAMAGE AS A RESULT OF: (A) ANY CHANGES WHICH THE COMPANY MAY MAKE TO THE PROGRAM, OR FOR ANY PERMANENT OR TEMPORARY CESSATION IN THE PROVISION OF THE PROGRAM (OR ANY FEATURES WITHIN THE PROGRAM); (B) THE DELETION OF, CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER COMMUNICATIONS DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE PROGRAM; (C) YOUR FAILURE TO PROVIDE COMPANY WITH ACCURATE ACCOUNT INFORMATION; (D) YOUR FAILURE TO KEEP YOUR PASSWORD OR ACCOUNT DETAILS SECURE AND CONFIDENTIAL. THE LIMITATIONS ON THE COMPANY’S LIABILITY ABOVE SHALL APPLY WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
This Agreement constitutes the whole legal agreement between an Affiliate and the Company in relation to its subject matter.
An Affiliate agrees that if the Company does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which the Company has the benefit of under any applicable law), this will not be taken to be a formal waiver of the Company’s rights and that those rights or remedies will still be available to the Company.
An Affiliate may not assign this Agreement, by operation of law or otherwise, without prior written consent of the Company. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against an Affiliate and the Company and their respective successors and assigns. Should an affiliated website be sold, that website’s existing sheet of players will not necessarily become property of the new ownership and treatment of such players shall be in the sole discretion of the Company.
The Company and the Affiliate are independent contractors, and no terms in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. The Affiliate will have no authority to make or accept any offers or representations on behalf of the Company. The Affiliate will not make any statement, whether on its site or otherwise, that states or implies that the Affiliate has the authority to represent the Company.
If any court of law, having the jurisdiction to decide on this matter, rules that any provision of these terms is invalid, then that provision will be removed from the terms without affecting the rest of the Agreement. The remaining provisions of the Agreement will continue to be valid and enforceable.
The Agreement, and an Affiliate’s relationship with the Company under the Agreement, shall be governed by the laws of the Antigua and Barbuda, without regard to its conflict of laws provisions whose courts shall be the non-exclusive courts of competent jurisdiction. Notwithstanding this, the Affiliate agrees that the Company shall still be allowed to apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
This Agreement and all representations, obligations, undertakings and warranties contained in it shall enure for the benefit of any successor and/or assignees of the Company.
IN WITNESS WHEREOF, the Affiliate expressly agrees to the terms and conditions of this Agreement by clicking the "Submit" button on the Affiliate Registration Form page.
If you have any questions, contact firstname.lastname@example.org