Terms and Conditions
Terms and Conditions
Last updated: 31.10.2025
Last updated: 31.10.2025
INTRODUCTORY PROVISIONS
INTRODUCTORY PROVISIONS
This document outlines the terms and conditions agreed upon between Forwell Investments B.V. (referred to as "Betterplay Partners" or "Company"), a private limited liability company registered at Emancipate Boulevard Dominico F. "Don" Martina 29, Curacao, with registration number 136125 in the Commercial Register of Curacao, and the individual or entity specified in the relevant application form (referred to as "the Affiliate"), concerning the Affiliate's application to join (and, upon successful application, the Affiliate's participation in) the Betterplay Partners program. The program involves promoting the HotSlots.io, JanuszCasino.com, KingSpin.io website through the publication of text links, graphic banners, and other advertising materials. It is understood that termination of the Affiliate's promotion of the HotSlots.io, JanuszCasino.com, KingSpin.io website results in automatic cancellation of this agreement.
Betterplay Partners reserves the right to modify any part of this Agreement at any time. Notice of such changes will be provided via email to the affiliate's registered email address and will be considered effective immediately upon transmission by Betterplay Partners, or alternatively, through a pop-up message when the affiliate partner logs into the Affiliate Platform—whichever occurs first. If the Affiliate does not agree to the modifications, they should terminate this Agreement as outlined in its terms. Continued participation in the Betterplay Partners program by the affiliate after changes have been posted will constitute acceptance of those changes.
The Affiliate and Betterplay Partners are independent contractors, and this Agreement does not establish a partnership, joint venture, agency, franchise, sales representative, or employment relationship between them.
1. It is the affiliate’s responsibility to make sure that the information provided to the Company is truthful and correct.
2. The affiliate commits to promoting Betterplay Partners on its site or sites in exchange for a commission if conditions in this agreement are met.
3. The Company reserves the right to amend parts of this agreement at any time, which decision is at its sole discretion of the company. The company will notify affiliate partners via email or by a pop-up message once the Affiliate logs into the Affiliate Platform – whichever occurs sooner. If the Affiliate does not agree to such changes, the Affiliate may terminate this Agreement in accordance with its terms. However, should the Affiliate continue to participate in the Program after the Company has posted the changes, this will constitute binding acceptance of such changes.
This document outlines the terms and conditions agreed upon between Forwell Investments B.V. (referred to as "Betterplay Partners" or "Company"), a private limited liability company registered at Emancipate Boulevard Dominico F. "Don" Martina 29, Curacao, with registration number 136125 in the Commercial Register of Curacao, and the individual or entity specified in the relevant application form (referred to as "the Affiliate"), concerning the Affiliate's application to join (and, upon successful application, the Affiliate's participation in) the Betterplay Partners program. The program involves promoting the HotSlots.io, JanuszCasino.com, KingSpin.io website through the publication of text links, graphic banners, and other advertising materials. It is understood that termination of the Affiliate's promotion of the HotSlots.io, JanuszCasino.com, KingSpin.io website results in automatic cancellation of this agreement.
Betterplay Partners reserves the right to modify any part of this Agreement at any time. Notice of such changes will be provided via email to the affiliate's registered email address and will be considered effective immediately upon transmission by Betterplay Partners, or alternatively, through a pop-up message when the affiliate partner logs into the Affiliate Platform—whichever occurs first. If the Affiliate does not agree to the modifications, they should terminate this Agreement as outlined in its terms. Continued participation in the Betterplay Partners program by the affiliate after changes have been posted will constitute acceptance of those changes.
The Affiliate and Betterplay Partners are independent contractors, and this Agreement does not establish a partnership, joint venture, agency, franchise, sales representative, or employment relationship between them.
1. It is the affiliate’s responsibility to make sure that the information provided to the Company is truthful and correct.
2. The affiliate commits to promoting Betterplay Partners on its site or sites in exchange for a commission if conditions in this agreement are met.
3. The Company reserves the right to amend parts of this agreement at any time, which decision is at its sole discretion of the company. The company will notify affiliate partners via email or by a pop-up message once the Affiliate logs into the Affiliate Platform – whichever occurs sooner. If the Affiliate does not agree to such changes, the Affiliate may terminate this Agreement in accordance with its terms. However, should the Affiliate continue to participate in the Program after the Company has posted the changes, this will constitute binding acceptance of such changes.
DEFINITIONS
DEFINITIONS
"Affiliate" defines the legal person who, after having entered into this Agreement, makes space on its website or other media platform (“Affiliate Site” or “Site”) for the Content provided by the Company for the purposes of this Agreement.
"Affiliate" defines the legal person who, after having entered into this Agreement, makes space on its website or other media platform (“Affiliate Site” or “Site”) for the Content provided by the Company for the purposes of this Agreement.
"Affiliate account" related to the account set up by the Company reflecting the information submitted by the Affiliate in the initial application form.
"Affiliate account" related to the account set up by the Company reflecting the information submitted by the Affiliate in the initial application form.
"Bonuses" refer to “no deposit money”, “free bonus money”, “free bets”, “free spins”, “cash back”, “bonus back”, coupons, rebates, and or similar that the New Customer can utilise as bonus bets staked in at Betterplay Partners.
"Bonuses" refer to “no deposit money”, “free bonus money”, “free bets”, “free spins”, “cash back”, “bonus back”, coupons, rebates, and or similar that the New Customer can utilise as bonus bets staked in at Betterplay Partners.
"Brand" refers to Betterplay Partners.
"Brand" refers to Betterplay Partners.
"Commission" means the compensation due to the Affiliate based on the agreed percentage of Net Revenue (“Revenue Share”), Cost Per Acquisition, or other reward plans.
"Commission" means the compensation due to the Affiliate based on the agreed percentage of Net Revenue (“Revenue Share”), Cost Per Acquisition, or other reward plans.
"Company" refers to Betterplay Partners.
"Company" refers to Betterplay Partners.
"Confidential Information" means any information that is treated as confidential by either party, including technology, information pertaining to business operations and strategies, and information pertaining to customers, pricing and marketing.
"Confidential Information" means any information that is treated as confidential by either party, including technology, information pertaining to business operations and strategies, and information pertaining to customers, pricing and marketing.
"Content" means any marketing material needed to promote the Company’s brand which usually but not exclusively is defined as promotional banners, tracking links, landing pages and translated copy.
"Content" means any marketing material needed to promote the Company’s brand which usually but not exclusively is defined as promotional banners, tracking links, landing pages and translated copy.
"Database" refers to information about newly acquired customers acquired by the affiliate partners, containing any Company proprietary New Customer data for the purposes of this Agreement, including without limitation to Personal Data and contact information, and excluding all other Company databases, as it stands as of the date of this Agreement, and as it stands until the date of termination of this Agreement. Databases are assets of a financial value belonging to the Company and represent a substantial investment made by the Company.
"Database" refers to information about newly acquired customers acquired by the affiliate partners, containing any Company proprietary New Customer data for the purposes of this Agreement, including without limitation to Personal Data and contact information, and excluding all other Company databases, as it stands as of the date of this Agreement, and as it stands until the date of termination of this Agreement. Databases are assets of a financial value belonging to the Company and represent a substantial investment made by the Company.
“Gross Gaming Revenue (GGR)” means the value of the revenues generated by all players referred by the Affiliate across all products; the Gross Gaming or (GGR) Revenue would be equal to all (settled) bets less wins. For the avoidance of doubt; any bet that is not accepted for a legitimate reason, in the sole discretion of the Company, shall not be considered a settled bet and shall not be included in the calculation of the Gross Revenue.
“Gross Gaming Revenue (GGR)” means the value of the revenues generated by all players referred by the Affiliate across all products; the Gross Gaming or (GGR) Revenue would be equal to all (settled) bets less wins. For the avoidance of doubt; any bet that is not accepted for a legitimate reason, in the sole discretion of the Company, shall not be considered a settled bet and shall not be included in the calculation of the Gross Revenue.
“Net Revenue” calculated on a monthly basis, means the monthly Gross Revenue less costs, which includes but is not limited to: taxes, betting duties, third party commissions/fees, financial transaction fees, bonuses costs, any other player rewards, cash backs, administration fees and chargebacks.
“Net Revenue” calculated on a monthly basis, means the monthly Gross Revenue less costs, which includes but is not limited to: taxes, betting duties, third party commissions/fees, financial transaction fees, bonuses costs, any other player rewards, cash backs, administration fees and chargebacks.
“Admin Fee” refers to withdrawal fees, operator costs, legal costs, account maintenance costs, license fees.
“Admin Fee” refers to withdrawal fees, operator costs, legal costs, account maintenance costs, license fees.
“Market Tax” fixed or variable fee deducted from the Gross or Net Revenue. These taxes are applied to those markets where Betterplay Partners brands are licensed, or due to market regulations, the brands represented by Betterplay Partners must pay additional taxes or on markets where additional market-specific administrative costs are applied. Additional market taxes are applied based on the current extra service fees our clients must pay in specific markets.
“Market Tax” fixed or variable fee deducted from the Gross or Net Revenue. These taxes are applied to those markets where Betterplay Partners brands are licensed, or due to market regulations, the brands represented by Betterplay Partners must pay additional taxes or on markets where additional market-specific administrative costs are applied. Additional market taxes are applied based on the current extra service fees our clients must pay in specific markets.
“New Customer” means any person that registers with the Brand after clicking on the Content, excluding any person that already exists in the Company’s Brand customer Database or that has previously closed a customer account and opened a new one through the Affiliate. A customer will be linked to the last Affiliate who referred the customer to the Company based on the affiliate tracking cookie.
“New Customer” means any person that registers with the Brand after clicking on the Content, excluding any person that already exists in the Company’s Brand customer Database or that has previously closed a customer account and opened a new one through the Affiliate. A customer will be linked to the last Affiliate who referred the customer to the Company based on the affiliate tracking cookie.
“New Depositing Customer” means a New Customer who has made a first minimum deposit with the Company which is used for bona fide transactions with the aim to establish and enter into a normal commercial relationship with the Company within the framework of the business. The customer registration and the first deposit do not have to be simultaneous.
“New Depositing Customer” means a New Customer who has made a first minimum deposit with the Company which is used for bona fide transactions with the aim to establish and enter into a normal commercial relationship with the Company within the framework of the business. The customer registration and the first deposit do not have to be simultaneous.
“Parties” means the Company and the Affiliate (each a “Party”).
“Parties” means the Company and the Affiliate (each a “Party”).
“Commission Plan” refers to the general or negotiated financial agreement between the Company and the Affiliate for its advertising services.
“Commission Plan” refers to the general or negotiated financial agreement between the Company and the Affiliate for its advertising services.
“Sub-Affiliate” means any legal person who, after having entered into a collaboration with the Affiliate, makes space on its website or other media platform available to post Content for the acquisition of New Customers.
“Sub-Affiliate” means any legal person who, after having entered into a collaboration with the Affiliate, makes space on its website or other media platform available to post Content for the acquisition of New Customers.
“Affiliate Platform” refers to the software selected by the Company to record, register and monitor the Affiliate’s activities, business and the activities between the Company and New Depositing Customers.
“Affiliate Platform” refers to the software selected by the Company to record, register and monitor the Affiliate’s activities, business and the activities between the Company and New Depositing Customers.
“Working Day” means every day from Monday to Friday inclusive, excluding public holidays and weekends.
“Working Day” means every day from Monday to Friday inclusive, excluding public holidays and weekends.
GENERAL SCOPE AND OBJECTIVE
GENERAL SCOPE AND OBJECTIVE
1.1. The Company requires third party advertising activities to promote Betterplay Partners and increase its business achieved through the acquisition of New Depositing Players and will, from time to time in cooperation with third parties, negotiate, sign and carry out its affiliate marketing strategy. In the event the Company uses a third party for the (partial) roll-out of its affiliate marketing strategy, (including contract negotiation, day-to-day management of the Affiliate Platform, payment processing, marketing or other activities, this irrespective of the legal capacity of the intermediary, whether as agent, subcontractor or other), the Company is and remains exclusively responsible for the execution of the Agreement.
1.2. The Affiliate acknowledges that promoting or soliciting bets is subject to legal restrictions in some countries and may even be prohibited. Such restrictions may vary from time to time. The Affiliate shall not enter into this Agreement if it targets any markets where gambling is illegal or where the promotion, marketing or advertising of gambling is illegal nor shall the affiliate target any such market(s) and/or promote, market or advertise any such illegal gambling activities after the conclusion of this Agreement. The Affiliate shall be exclusively liable for such actions and shall hold the Company harmless and shall fully indemnify the Company for any liability incurred by the Company If it doesn’t comply with the provision above.
1.3. The Affiliate further confirms that it operates the Site, where the Content will be placed, under its own name and that it is fully and without restrictions authorised to dispose thereof.
1.4. Unless otherwise agreed in writing by the Parties, each Party shall remain exclusively responsible for all and any expenses (including investment and/or running costs) incurred in respect of the obligations it undertakes under this Agreement and will have no right of recourse against the other Party in respect thereof.
1.1. The Company requires third party advertising activities to promote Betterplay Partners and increase its business achieved through the acquisition of New Depositing Players and will, from time to time in cooperation with third parties, negotiate, sign and carry out its affiliate marketing strategy. In the event the Company uses a third party for the (partial) roll-out of its affiliate marketing strategy, (including contract negotiation, day-to-day management of the Affiliate Platform, payment processing, marketing or other activities, this irrespective of the legal capacity of the intermediary, whether as agent, subcontractor or other), the Company is and remains exclusively responsible for the execution of the Agreement.
1.2. The Affiliate acknowledges that promoting or soliciting bets is subject to legal restrictions in some countries and may even be prohibited. Such restrictions may vary from time to time. The Affiliate shall not enter into this Agreement if it targets any markets where gambling is illegal or where the promotion, marketing or advertising of gambling is illegal nor shall the affiliate target any such market(s) and/or promote, market or advertise any such illegal gambling activities after the conclusion of this Agreement. The Affiliate shall be exclusively liable for such actions and shall hold the Company harmless and shall fully indemnify the Company for any liability incurred by the Company If it doesn’t comply with the provision above.
1.3. The Affiliate further confirms that it operates the Site, where the Content will be placed, under its own name and that it is fully and without restrictions authorised to dispose thereof.
1.4. Unless otherwise agreed in writing by the Parties, each Party shall remain exclusively responsible for all and any expenses (including investment and/or running costs) incurred in respect of the obligations it undertakes under this Agreement and will have no right of recourse against the other Party in respect thereof.
2. RESPONSIBILITIES AND OBLIGATIONS OF THE AFFILIATE
2. RESPONSIBILITIES AND OBLIGATIONS OF THE AFFILIATE
2.1 The Applicant/Affiliate hereby warrants that:
2.1 The Applicant/Affiliate hereby warrants that:
2.1.1 Is of the legal age in the applicable jurisdiction to agree to and enter into an Agreement.
2.1.2 Is competent and duly authorized to enter into binding Agreements for the Affiliate and/or the Website. 2.1.3 Is the proprietor of all rights, licenses, and permits to market, promote and advertise Betterplay Partners brands in accordance with the provision of this Agreement. 2.1.4 Shall comply with all applicable rules, laws, and regulations in connection with the promotion of Betterplay Partners brands. 2.1.5. Fully understands and accepts the terms and conditions of the Agreement.
2.1.1 Is of the legal age in the applicable jurisdiction to agree to and enter into an Agreement.
2.1.2 Is competent and duly authorized to enter into binding Agreements for the Affiliate and/or the Website. 2.1.3 Is the proprietor of all rights, licenses, and permits to market, promote and advertise Betterplay Partners brands in accordance with the provision of this Agreement. 2.1.4 Shall comply with all applicable rules, laws, and regulations in connection with the promotion of Betterplay Partners brands. 2.1.5. Fully understands and accepts the terms and conditions of the Agreement.
2.2. During the Term of this Agreement, the Affiliate shall use its resources to promote the latest content on its Site or Sites in a manner and location agreed by the Parties. The Affiliate may not edit the Content without the Company’s prior written consent.
2.3. The Affiliate shall be responsible not to promote the brand’s content to underage audiences or on questionable media in its geo markers.
2.4 Affiliates need permission to share the brand’s content on third-party sites and must contact the company at least 7 days before such activities are scheduled.
2.5 If the Affiliate sells its business, this Agreement is automatically transferred to the purchasing company (“Purchasing Company”). The Affiliate account purchased and transferred will remain on the existing Commission structure that was in place at the time of the purchase. The Affiliate and/or Purchasing Company must inform the Company within 30 days of the purchase.
2.6 The Affiliate shall not purchase or register keywords, search terms or other identifiers for use in any search engine, portal, sponsored advertising service or other search or referral service which are identical or similar to any of the Company’s trademarks or any other Brand belonging to the Company, or variations thereof in the “domain name”, (i.e. after any prefixes but before the top level domain suffix), or include meta tags on the Affiliate Site which are identical or similar to any of the Company’s trademarks. The Affiliate shall not create pages falsely representing any Brand in any current or future social media channels without prior written consent.
2.7 The Affiliate’s and the Company’s employees, related corporations, partners, agents, contractors, representatives and suppliers (including themselves, their friends, immediate family members, spouses, partners and housemates) are not eligible to participate in the Program.
2.8 The Affiliate shall not:
2.2. During the Term of this Agreement, the Affiliate shall use its resources to promote the latest content on its Site or Sites in a manner and location agreed by the Parties. The Affiliate may not edit the Content without the Company’s prior written consent.
2.3. The Affiliate shall be responsible not to promote the brand’s content to underage audiences or on questionable media in its geo markers.
2.4 Affiliates need permission to share the brand’s content on third-party sites and must contact the company at least 7 days before such activities are scheduled.
2.5 If the Affiliate sells its business, this Agreement is automatically transferred to the purchasing company (“Purchasing Company”). The Affiliate account purchased and transferred will remain on the existing Commission structure that was in place at the time of the purchase. The Affiliate and/or Purchasing Company must inform the Company within 30 days of the purchase.
2.6 The Affiliate shall not purchase or register keywords, search terms or other identifiers for use in any search engine, portal, sponsored advertising service or other search or referral service which are identical or similar to any of the Company’s trademarks or any other Brand belonging to the Company, or variations thereof in the “domain name”, (i.e. after any prefixes but before the top level domain suffix), or include meta tags on the Affiliate Site which are identical or similar to any of the Company’s trademarks. The Affiliate shall not create pages falsely representing any Brand in any current or future social media channels without prior written consent.
2.7 The Affiliate’s and the Company’s employees, related corporations, partners, agents, contractors, representatives and suppliers (including themselves, their friends, immediate family members, spouses, partners and housemates) are not eligible to participate in the Program.
2.8 The Affiliate shall not:
2.8.1. Directly or indirectly offer any person or entity any incentive (including but not limited to money) to access the Site and use the Content on the Affiliate Site (e.g. by implementing any “rewards” program for persons or entities who use such content);
2.8.2. Without express and exceptional permission, the Affiliate may not use Betterplay Partners, or Betterplay Partners brands’ names, brand, logos, banners, images, text, trademarks, content, material and/or Intellectual Property Rights in any direct marketing communications, including, but not limited to, email, telephone, SMS, direct contact, and/or push notifications);
2.8.3. Email marketers and SMS marketers must request prior permission from Betterplay Partners representatives before creating or sending any campaigns. Failure to obtain prior permission from your account manager, before sending an email or SMS that includes offers, promotions, or the brand names of business/s related to Betterplay Partners, may result in the Affiliate account in question being closed.
2.8.4. Read, intercept, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to the Company by any person or entity;
2.8.5. Use any device, robot, spider, software, routine or another method (or anything in the nature of the foregoing) to interfere or attempt to interfere with the proper functioning of the Products and/ or the Company’s websites or any related information or transactions;
2.8.6. Engage in transactions of any kind on the Company website on behalf of any third party, or authorise, assist, or encourage other third parties to do so;
2.8.7. Take any action that could reasonably cause any confusion as to the Company’s relationship with the Affiliate, or as to the Site on which any transactions are occurring;
2.8.8. Promote the Brand in any way other than by using the Content on the Affiliate Site in accordance with this Agreement without the Company’s prior written consent;
2.8.9. Post or serve any advertisements or Content on the Site using framing techniques including but not limited to pop-up/pop-under windows, or assist, authorise or encourage any third party to take any such action without the Company’s prior written consent;
2.8.10. Attempt to artificially increase monies payable to the Affiliate by the Company;
2.8.11. Cause the Site (or any page thereof) to open in a browser other than as a result of a click on a link on the Affiliate Site; or attempt to intercept or redirect (including, without limitation to user-installed software) traffic from or on any website that participates in the Program;
2.8.12. Register more than one Affiliate account with the Program. Any exceptions must be confirmed in writing by the Company;
2.8.13. Use any form of spam (including search engine spamming or spamdexing) or unsolicited mail in its attempts to refer New Customers to the Site;
2.8.14. Be under eighteen (18) years of age and must be able to provide the Company upon request at any time, a copy of his/her ID, billing address and/or other documents. Refusal to do so may be considered, at the Company’s sole discretion, as fraudulent activity.
2.8.15. Failing to keep the Affiliate Site content compliant with any content and phrasing obligations and/or restrictions imposed on the Company by third party suppliers. In the event that the Affiliate, for any reason, does not have knowledge of such obligations, the Affiliate must update its Site within two (2) Working Days upon receipt of a notification from the Company.
2.8.16. Post or serve any advertisements or content promoting the Company site in markets where it is prohibited to do so, including markets that are under reregulation.
2.8.1. Directly or indirectly offer any person or entity any incentive (including but not limited to money) to access the Site and use the Content on the Affiliate Site (e.g. by implementing any “rewards” program for persons or entities who use such content);
2.8.2. Without express and exceptional permission, the Affiliate may not use Betterplay Partners, or Betterplay Partners brands’ names, brand, logos, banners, images, text, trademarks, content, material and/or Intellectual Property Rights in any direct marketing communications, including, but not limited to, email, telephone, SMS, direct contact, and/or push notifications);
2.8.3. Email marketers and SMS marketers must request prior permission from Betterplay Partners representatives before creating or sending any campaigns. Failure to obtain prior permission from your account manager, before sending an email or SMS that includes offers, promotions, or the brand names of business/s related to Betterplay Partners, may result in the Affiliate account in question being closed.
2.8.4. Read, intercept, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to the Company by any person or entity;
2.8.5. Use any device, robot, spider, software, routine or another method (or anything in the nature of the foregoing) to interfere or attempt to interfere with the proper functioning of the Products and/ or the Company’s websites or any related information or transactions;
2.8.6. Engage in transactions of any kind on the Company website on behalf of any third party, or authorise, assist, or encourage other third parties to do so;
2.8.7. Take any action that could reasonably cause any confusion as to the Company’s relationship with the Affiliate, or as to the Site on which any transactions are occurring;
2.8.8. Promote the Brand in any way other than by using the Content on the Affiliate Site in accordance with this Agreement without the Company’s prior written consent;
2.8.9. Post or serve any advertisements or Content on the Site using framing techniques including but not limited to pop-up/pop-under windows, or assist, authorise or encourage any third party to take any such action without the Company’s prior written consent;
2.8.10. Attempt to artificially increase monies payable to the Affiliate by the Company;
2.8.11. Cause the Site (or any page thereof) to open in a browser other than as a result of a click on a link on the Affiliate Site; or attempt to intercept or redirect (including, without limitation to user-installed software) traffic from or on any website that participates in the Program;
2.8.12. Register more than one Affiliate account with the Program. Any exceptions must be confirmed in writing by the Company;
2.8.13. Use any form of spam (including search engine spamming or spamdexing) or unsolicited mail in its attempts to refer New Customers to the Site;
2.8.14. Be under eighteen (18) years of age and must be able to provide the Company upon request at any time, a copy of his/her ID, billing address and/or other documents. Refusal to do so may be considered, at the Company’s sole discretion, as fraudulent activity.
2.8.15. Failing to keep the Affiliate Site content compliant with any content and phrasing obligations and/or restrictions imposed on the Company by third party suppliers. In the event that the Affiliate, for any reason, does not have knowledge of such obligations, the Affiliate must update its Site within two (2) Working Days upon receipt of a notification from the Company.
2.8.16. Post or serve any advertisements or content promoting the Company site in markets where it is prohibited to do so, including markets that are under reregulation.
2.9. If the Company determines, at its sole discretion, the Affiliate has engaged in the activities specified above, the Company shall have the right to:
2.9. If the Company determines, at its sole discretion, the Affiliate has engaged in the activities specified above, the Company shall have the right to:
2.9.1. Suspend any payments due to the Affiliate while the Company investigates any suspected breach, and/or;
2.9.2. Alter the Reward Plan structure (notably by imposing negative revenue carryover), and/or;
2.9.3. Withhold payment of any Commission due to the Affiliate that has derived from the breach, and/or;
2.9.4. Retain the Commission until the debt is settled or invoice the cost incurred by such breach and/or;
2.9.5. Terminate the Agreement immediately.
2.9.6. If the investigation made by the Company leads to the conclusion that there is no breach, the Company shall pay the Affiliate all suspended or withheld payments.
2.9.7. The decision by the Company to pursue any of its rights or remedies under article
2.9.1. Suspend any payments due to the Affiliate while the Company investigates any suspected breach, and/or;
2.9.2. Alter the Reward Plan structure (notably by imposing negative revenue carryover), and/or;
2.9.3. Withhold payment of any Commission due to the Affiliate that has derived from the breach, and/or;
2.9.4. Retain the Commission until the debt is settled or invoice the cost incurred by such breach and/or;
2.9.5. Terminate the Agreement immediately.
2.9.6. If the investigation made by the Company leads to the conclusion that there is no breach, the Company shall pay the Affiliate all suspended or withheld payments.
2.9.7. The decision by the Company to pursue any of its rights or remedies under article
2.10. will be without prejudice to any other rights, remedies, legal actions or compensations available to the Company.
2.10. will be without prejudice to any other rights, remedies, legal actions or compensations available to the Company.
2.10.1. If the Affiliate attempts, with the Company’s prior written consent, to promote the Brand using methods such as but not limited to email, SMS etc., it shall make clear that such communication(s) that they have been sent by the Affiliate, and any complaints made as a result of this(ese) communication(s) will be addressed to the Affiliate and not to the Company.
2.10.2. For the purpose of the services to be delivered under this Agreement, it is understood that the Affiliate shall not have access to any Personal Data.
2.10.3. Should the Affiliate come into possession of or have access to Personal Data from the Company, the Affiliate shall be the data processor in the meaning of Directive 95/46/EC and (EU) Regulation 2016/679, and agrees and warrants to process the Personal Data only on behalf of the Company and in compliance with the Company’s instructions and solely for the purposes of this Agreement.
2.10.1. If the Affiliate attempts, with the Company’s prior written consent, to promote the Brand using methods such as but not limited to email, SMS etc., it shall make clear that such communication(s) that they have been sent by the Affiliate, and any complaints made as a result of this(ese) communication(s) will be addressed to the Affiliate and not to the Company.
2.10.2. For the purpose of the services to be delivered under this Agreement, it is understood that the Affiliate shall not have access to any Personal Data.
2.10.3. Should the Affiliate come into possession of or have access to Personal Data from the Company, the Affiliate shall be the data processor in the meaning of Directive 95/46/EC and (EU) Regulation 2016/679, and agrees and warrants to process the Personal Data only on behalf of the Company and in compliance with the Company’s instructions and solely for the purposes of this Agreement.
3. DATA PROTECTION AND PROCESSING
3.1. For the purposes of this Agreement, the Company acts as the data controller and the Affiliate acts as the data processor within the meaning of the General Data Protection Regulation (EU) 2016/679 (“GDPR”) and any applicable data protection or privacy legislation (“Data Protection Requirements”).
3.2. The Affiliate shall process Personal Data solely for the purpose of performing its obligations under this Agreement, including tracking, reporting and optimising marketing performance, and any other purposes expressly authorised by the Company in writing. The processing shall involve online identifiers, cookies, device data, and other digital interaction data relating to users referred by the Affiliate Site (“Data Subjects”).
3.3. The processing of Personal Data by the Affiliate shall continue for the duration of the Agreement and shall cease upon its termination or expiry, unless otherwise required by applicable law.
3.4. The Affiliate shall:
3.1. For the purposes of this Agreement, the Company acts as the data controller and the Affiliate acts as the data processor within the meaning of the General Data Protection Regulation (EU) 2016/679 (“GDPR”) and any applicable data protection or privacy legislation (“Data Protection Requirements”).
3.2. The Affiliate shall process Personal Data solely for the purpose of performing its obligations under this Agreement, including tracking, reporting and optimising marketing performance, and any other purposes expressly authorised by the Company in writing. The processing shall involve online identifiers, cookies, device data, and other digital interaction data relating to users referred by the Affiliate Site (“Data Subjects”).
3.3. The processing of Personal Data by the Affiliate shall continue for the duration of the Agreement and shall cease upon its termination or expiry, unless otherwise required by applicable law.
3.4. The Affiliate shall:
(a) process Personal Data only on documented instructions from the Company, including with regard to transfers of Personal Data to a third country or an international organisation;
(b) ensure that persons authorised to process Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality;
(c) implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk, including, as applicable, measures referred to in Article 32 of the GDPR;
(d) not engage any sub-processor without the prior written authorisation of the Company;
(e) where sub-processors are authorised, ensure that equivalent data protection obligations are imposed on them by written contract;
(f) assist the Company by appropriate technical and organisational measures, insofar as possible, in fulfilling its obligations to respond to requests for exercising Data Subjects’ rights under Chapter III of the GDPR;
(g) assist the Company in ensuring compliance with the obligations under Articles 32 to 36 of the GDPR, taking into account the nature of processing and information available to the Affiliate;
(h) at the choice of the Company, delete or return all Personal Data to the Company after the end of the provision of services, and delete existing copies unless applicable law requires storage of the data;
(i) make available to the Company all information necessary to demonstrate compliance with these obligations and allow for and contribute to audits, including inspections, conducted by the Company or an auditor mandated by the Company; and
(j) immediately inform the Company if, in its opinion, an instruction infringes the GDPR or other applicable data protection provisions.
(a) process Personal Data only on documented instructions from the Company, including with regard to transfers of Personal Data to a third country or an international organisation;
(b) ensure that persons authorised to process Personal Data have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality;
(c) implement appropriate technical and organisational measures to ensure a level of security appropriate to the risk, including, as applicable, measures referred to in Article 32 of the GDPR;
(d) not engage any sub-processor without the prior written authorisation of the Company;
(e) where sub-processors are authorised, ensure that equivalent data protection obligations are imposed on them by written contract;
(f) assist the Company by appropriate technical and organisational measures, insofar as possible, in fulfilling its obligations to respond to requests for exercising Data Subjects’ rights under Chapter III of the GDPR;
(g) assist the Company in ensuring compliance with the obligations under Articles 32 to 36 of the GDPR, taking into account the nature of processing and information available to the Affiliate;
(h) at the choice of the Company, delete or return all Personal Data to the Company after the end of the provision of services, and delete existing copies unless applicable law requires storage of the data;
(i) make available to the Company all information necessary to demonstrate compliance with these obligations and allow for and contribute to audits, including inspections, conducted by the Company or an auditor mandated by the Company; and
(j) immediately inform the Company if, in its opinion, an instruction infringes the GDPR or other applicable data protection provisions.
3.5. The Affiliate shall implement and maintain appropriate technical and organisational security measures to protect Personal Data against accidental or unlawful destruction, loss, alteration, unauthorised disclosure, access, misuse or any other unlawful form of processing. Such measures shall take into account the state of the art, the costs of implementation, the nature, scope, context and purposes of processing, and the risks for the rights and freedoms of natural persons.
3.6. The Affiliate shall notify the Company without undue delay (and in any event no later than 24 hours after becoming aware) of any Personal Data Breach. Such notification shall include all information necessary for the Company to meet its notification obligations under Articles 33 and 34 of the GDPR.
3.7. The Affiliate shall not transfer any Personal Data outside the European Economic Area (“EEA”) or to any country not recognised by the European Commission as providing an adequate level of protection unless it has first obtained the Company’s written authorisation and implemented appropriate safeguards in accordance with Chapter V of the GDPR (such as the European Commission’s Standard Contractual Clauses).
3.8. The Affiliate shall not appoint any sub-processor without the prior specific or general written authorisation of the Company. Where general authorisation has been given, the Affiliate shall inform the Company of any intended changes concerning the addition or replacement of sub-processors, thereby giving the Company the opportunity to object to such changes.
3.9. The Affiliate shall maintain a written record of all categories of processing activities carried out on behalf of the Company in accordance with Article 30(2) of the GDPR, and shall make such records available to the Company upon request.
3.10. The Affiliate shall indemnify, defend and hold harmless the Company from and against any and all losses, liabilities, damages, costs, claims, fines or expenses (including reasonable legal fees) arising out of or in connection with any breach by the Affiliate (or its sub-processors) of this Section or of the Data Protection Requirements.
3.11. The Company reserves the right to carry out audits or inspections, on reasonable notice, to verify the Affiliate’s compliance with this Section. The Affiliate shall fully cooperate and grant access to relevant documentation and systems as reasonably required.
3.12. The Affiliate shall ensure that any cookies, pixels or other tracking technologies used on the Affiliate Site are deployed only with the Company’s prior written approval and in compliance with the GDPR and the ePrivacy Directive 2002/58/EC (as amended), including the requirement to obtain valid, informed consent from users before any non-essential cookies are set.
3.5. The Affiliate shall implement and maintain appropriate technical and organisational security measures to protect Personal Data against accidental or unlawful destruction, loss, alteration, unauthorised disclosure, access, misuse or any other unlawful form of processing. Such measures shall take into account the state of the art, the costs of implementation, the nature, scope, context and purposes of processing, and the risks for the rights and freedoms of natural persons.
3.6. The Affiliate shall notify the Company without undue delay (and in any event no later than 24 hours after becoming aware) of any Personal Data Breach. Such notification shall include all information necessary for the Company to meet its notification obligations under Articles 33 and 34 of the GDPR.
3.7. The Affiliate shall not transfer any Personal Data outside the European Economic Area (“EEA”) or to any country not recognised by the European Commission as providing an adequate level of protection unless it has first obtained the Company’s written authorisation and implemented appropriate safeguards in accordance with Chapter V of the GDPR (such as the European Commission’s Standard Contractual Clauses).
3.8. The Affiliate shall not appoint any sub-processor without the prior specific or general written authorisation of the Company. Where general authorisation has been given, the Affiliate shall inform the Company of any intended changes concerning the addition or replacement of sub-processors, thereby giving the Company the opportunity to object to such changes.
3.9. The Affiliate shall maintain a written record of all categories of processing activities carried out on behalf of the Company in accordance with Article 30(2) of the GDPR, and shall make such records available to the Company upon request.
3.10. The Affiliate shall indemnify, defend and hold harmless the Company from and against any and all losses, liabilities, damages, costs, claims, fines or expenses (including reasonable legal fees) arising out of or in connection with any breach by the Affiliate (or its sub-processors) of this Section or of the Data Protection Requirements.
3.11. The Company reserves the right to carry out audits or inspections, on reasonable notice, to verify the Affiliate’s compliance with this Section. The Affiliate shall fully cooperate and grant access to relevant documentation and systems as reasonably required.
3.12. The Affiliate shall ensure that any cookies, pixels or other tracking technologies used on the Affiliate Site are deployed only with the Company’s prior written approval and in compliance with the GDPR and the ePrivacy Directive 2002/58/EC (as amended), including the requirement to obtain valid, informed consent from users before any non-essential cookies are set.
4. COMMISSION STRUCTURE AND TERMS OF PAYMENT
4. COMMISSION STRUCTURE AND TERMS OF PAYMENT
4.1. The Affiliate shall be eligible to receive on a monthly basis a Commission reflecting the activities of its referred customers.
4.2. If the Affiliate is paid on a Revenue Share reward plan, it shall be entitled to receive Commission for the lifetime of its referred New Customers until termination of this agreement. If the Affiliate promotes more than one brand operated by the company, the Revenue Share will be calculated as a total of all promoted brands. If the Affiliate is paid on a different type of reward plan, (including but not limited to Cost Per Acquisition), the Commission shall be specified in a separate agreement agreed upon by the Parties.
4.3. The Company shall provide the Affiliate with statements accessible through its Account at https://betterplay.partners/ detailing the number of New Customers, New Depositing Customers, Net Revenue and the Affiliate’s Commission, if any, which have accrued to the Affiliate over the course of the calendar month. Such statements shall in principle be updated daily. At the beginning of a calendar month, the Company shall record the Affiliate’s total Commission, if any, during the previous calendar month. If the Affiliate’s Commission does not exceed 500 Euros, the Company shall be entitled to withhold and carry forward the Commission until the total accrued Commission exceeds 500 Euros.
4.4. If the Company and the Affiliate agree to work on a Cost Per Acquisition (CPA) basis, the Affiliate shall be entitled to receive CPA payments in accordance with the terms specified in the existing agreement between the Company and the Affiliate. This includes any deposit requirements or other conditions agreed upon for qualifying player registrations.
4.5. The commission % received will be calculated on the FTD/NDC KPI as follows: The company agrees to pay the Affiliate the Commission in return for the provision of the Affiliate Services in accordance with the Standard Commission Structure and/or any other structure that may be agreed to in writing by and between the Parties.
4.6. The Affiliate understands and accepts that the amount of the commission and the Affiliate’s percentage share of the Net Revenue will vary from time to time depending on the NDC amount referred to the Website by the Affiliate Site(s) during each calendar month.
4.7. The Commission shall be calculated during the first seven (7) calendar days of each month. The Affiliate may submit a valid invoice for the Commission at any time up to the fifteenth (15th) day of the month. Payment of the Commission shall be made within thirty (30) calendar days from the date the Company receives the valid invoice.
4.8. Payment of commissions shall be made by the payment method chosen by the Affiliate in the invoice that is submitted every month. The minimum payout amount is €500 Euro. If the commission is lower than the minimum payout amount, the commission will be transferred to the following month.
4.9. Betterplay Partners may delay payment up to 180 days to verify that transactions comply with terms; may also withhold payment in case of suspected fraud or invalid traffic. - this point was helpful when we had delays with the payments.
4.10. The company reserves the right to review the commission percentage and/or the commercial agreement on the affiliate account.
4.1. The Affiliate shall be eligible to receive on a monthly basis a Commission reflecting the activities of its referred customers.
4.2. If the Affiliate is paid on a Revenue Share reward plan, it shall be entitled to receive Commission for the lifetime of its referred New Customers until termination of this agreement. If the Affiliate promotes more than one brand operated by the company, the Revenue Share will be calculated as a total of all promoted brands. If the Affiliate is paid on a different type of reward plan, (including but not limited to Cost Per Acquisition), the Commission shall be specified in a separate agreement agreed upon by the Parties.
4.3. The Company shall provide the Affiliate with statements accessible through its Account at https://betterplay.partners/ detailing the number of New Customers, New Depositing Customers, Net Revenue and the Affiliate’s Commission, if any, which have accrued to the Affiliate over the course of the calendar month. Such statements shall in principle be updated daily. At the beginning of a calendar month, the Company shall record the Affiliate’s total Commission, if any, during the previous calendar month. If the Affiliate’s Commission does not exceed 500 Euros, the Company shall be entitled to withhold and carry forward the Commission until the total accrued Commission exceeds 500 Euros.
4.4. If the Company and the Affiliate agree to work on a Cost Per Acquisition (CPA) basis, the Affiliate shall be entitled to receive CPA payments in accordance with the terms specified in the existing agreement between the Company and the Affiliate. This includes any deposit requirements or other conditions agreed upon for qualifying player registrations.
4.5. The commission % received will be calculated on the FTD/NDC KPI as follows: The company agrees to pay the Affiliate the Commission in return for the provision of the Affiliate Services in accordance with the Standard Commission Structure and/or any other structure that may be agreed to in writing by and between the Parties.
4.6. The Affiliate understands and accepts that the amount of the commission and the Affiliate’s percentage share of the Net Revenue will vary from time to time depending on the NDC amount referred to the Website by the Affiliate Site(s) during each calendar month.
4.7. The Commission shall be calculated during the first seven (7) calendar days of each month. The Affiliate may submit a valid invoice for the Commission at any time up to the fifteenth (15th) day of the month. Payment of the Commission shall be made within thirty (30) calendar days from the date the Company receives the valid invoice.
4.8. Payment of commissions shall be made by the payment method chosen by the Affiliate in the invoice that is submitted every month. The minimum payout amount is €500 Euro. If the commission is lower than the minimum payout amount, the commission will be transferred to the following month.
4.9. Betterplay Partners may delay payment up to 180 days to verify that transactions comply with terms; may also withhold payment in case of suspected fraud or invalid traffic. - this point was helpful when we had delays with the payments.
4.10. The company reserves the right to review the commission percentage and/or the commercial agreement on the affiliate account.
5. BIG WINNER POLICY
5. BIG WINNER POLICY
The Big Winner Policy will come into effect when:
5.1. A player generates a negative Net Revenue balance of €10 000 or more, on any product or game. In such a case the player will be considered to be a Big Winner (or High Roller);
5.2. The aggregate negative Net Revenue for the Affiliate is greater than €4000 at the end of an open period;
5.3. If both of the criteria set from points 5.1 and 5.2 are met, the negative Net Revenue generated by the Big Winner will be isolated until the player becomes profitable for brands represented by Betterplay Partners;
5.4. All players subject to the Big Winner Policy will be visible to Affiliates in the Customer Reports, within the Affiliate Platform. Such players will be set under a special reward plan called “Big Winner Policy”, further official notification will be not sent automatically, but Affiliates can request such notifications from their account managers on a monthly basis;
5.5. Any Big Winner Policy balance carried forward will not be set off against other customers referred by the affiliate;
5.6. Progressive Jackpot Big Winners, for whom jackpot winnings are paid to the customers by third parties are excluded from the Big Winner Policy.
5.7. In the open period when a Big Winner customer surpasses his negative net revenue, the Affiliate will begin earning commission for that customer again automatically.
5.8. If there is more than one Big Winner, each Big Winner will carry forward his own negative balance.
5.9. If the Affiliate disagrees with the commission and balance due as reported, it shall, within a period of fourteen (14) days from the reporting of the commission and the payment of the balance due, send an email to the Company at aff.invoices@betterplay.partners or such other email address as may have been notified in writing by the Company to the Affiliate and report the reasons of such disagreement. Failure to report within the prescribed time limit shall be deemed consent to the balance due for the period indicated which then shall become final.
5.10. In the case of a Reward Plan with a CPA element, the Company reserves the right to withhold CPA payments for customer accounts that are suspended, closed for fraud, self-exclusion or for any other reasons.
5.11. The Affiliate shall, at any time, have secure access to the Affiliate Platform unless the Company has a duly motivated reason – including but not limited to network and IT maintenance and/or security threats – to block such access.
5.12. The Affiliate understands and accepts that the real time data in the Affiliate Platform are merely approximate. At the beginning of the following calendar month, the Company shall provide the Affiliate with a consolidated statement for the previous calendar month containing the aggregated and accurate data related to the Affiliate’s Commission
5.13. The Affiliate understands and accepts that its access to the Affiliate Platform is subject to the highest obligations of confidentiality. Any misuse of such access, whether intentional or not, shall be considered as a breach under the Agreement.
5.14. All payments to the Affiliate shall be made by a Payment Agent appointed by the Company. Both Parties agree and acknowledge that the Company may change, from time to time (and at its sole discretion), the payment method and/or Payment Agent. Betterplay Partners remains exclusively responsible for the payment of any amounts due.
5.15. All payments due under this Agreement shall be made in Euros. For the avoidance of doubt, all payments shall be made inclusive of VAT, if applicable, and the Affiliate is individually responsible for withholding tax, VAT and any other fees which may apply based on its country of registration.
5.16. Payments shall be made within thirty (30) calendar days from the date the Company receives a valid invoice for the Commission earned in the preceding month.
5.17. An invoice must be issued in order for commission to be processed.
5.18. The Affiliate shall invoice Betterplay Partners via email on affiliates@betterplay.partners
5.19. All invoice payments will be made via the chosen payment method.
5.20. Failure to submit a valid invoice before the 15th of the calendar month will result in payments being delayed. The invoice should include any VAT at the applicable rate.
5.21. The Company follows a no negative carryover policy. If an affiliate balance is negative the monthly payable balance of this affiliate will automatically be reset to 0 Euro at the beginning of each calendar month. The negative balance of the previous month will not be carried over to the next month.
5.22. The Affiliate is responsible for ensuring the accuracy of the payment details in its account and/or as specified on its invoices. Any payment(s) made via the payment details listed in the Affiliate Account will be considered as payment made by the Company. Any cost incurred by the Company resulting from incorrect payment details provided by the Affiliate will be deducted from the Commission due to the Affiliate in the next monthly payment cycle in which there is a payment due to the Affiliate.
5.23. If for any reason the Affiliate has been overpaid, the Company reserves, without prejudice to any other rights, the right to request that the Affiliate refunds the difference, or deduct the corresponding amount of overpayment to the Affiliate from the following month’s Commission, and each month thereafter, until the debt is repaid in full.
5.24. If for any reason the Affiliate has been underpaid, the Company reserves, without prejudice to any other rights, the right to add the corresponding amount of underpayment to the Affiliate’s Commission in the following calendar month.
5.25. If there is a pending payment due to an Affiliate for a period of six (6) months or more as a result of incorrect payment details, missing payment details, invalid or no-longer valid payment details and the Affiliate has not responded to all reasonable contact attempts made by the Company, the payment will be cancelled.
5.26. The Affiliate must comply with the legal and regulatory requirements in its country of domicile; if it does not, it will not be entitled to receive any Commission based on the activities of its customers.
The Big Winner Policy will come into effect when:
5.1. A player generates a negative Net Revenue balance of €10 000 or more, on any product or game. In such a case the player will be considered to be a Big Winner (or High Roller);
5.2. The aggregate negative Net Revenue for the Affiliate is greater than €4000 at the end of an open period;
5.3. If both of the criteria set from points 5.1 and 5.2 are met, the negative Net Revenue generated by the Big Winner will be isolated until the player becomes profitable for brands represented by Betterplay Partners;
5.4. All players subject to the Big Winner Policy will be visible to Affiliates in the Customer Reports, within the Affiliate Platform. Such players will be set under a special reward plan called “Big Winner Policy”, further official notification will be not sent automatically, but Affiliates can request such notifications from their account managers on a monthly basis;
5.5. Any Big Winner Policy balance carried forward will not be set off against other customers referred by the affiliate;
5.6. Progressive Jackpot Big Winners, for whom jackpot winnings are paid to the customers by third parties are excluded from the Big Winner Policy.
5.7. In the open period when a Big Winner customer surpasses his negative net revenue, the Affiliate will begin earning commission for that customer again automatically.
5.8. If there is more than one Big Winner, each Big Winner will carry forward his own negative balance.
5.9. If the Affiliate disagrees with the commission and balance due as reported, it shall, within a period of fourteen (14) days from the reporting of the commission and the payment of the balance due, send an email to the Company at aff.invoices@betterplay.partners or such other email address as may have been notified in writing by the Company to the Affiliate and report the reasons of such disagreement. Failure to report within the prescribed time limit shall be deemed consent to the balance due for the period indicated which then shall become final.
5.10. In the case of a Reward Plan with a CPA element, the Company reserves the right to withhold CPA payments for customer accounts that are suspended, closed for fraud, self-exclusion or for any other reasons.
5.11. The Affiliate shall, at any time, have secure access to the Affiliate Platform unless the Company has a duly motivated reason – including but not limited to network and IT maintenance and/or security threats – to block such access.
5.12. The Affiliate understands and accepts that the real time data in the Affiliate Platform are merely approximate. At the beginning of the following calendar month, the Company shall provide the Affiliate with a consolidated statement for the previous calendar month containing the aggregated and accurate data related to the Affiliate’s Commission
5.13. The Affiliate understands and accepts that its access to the Affiliate Platform is subject to the highest obligations of confidentiality. Any misuse of such access, whether intentional or not, shall be considered as a breach under the Agreement.
5.14. All payments to the Affiliate shall be made by a Payment Agent appointed by the Company. Both Parties agree and acknowledge that the Company may change, from time to time (and at its sole discretion), the payment method and/or Payment Agent. Betterplay Partners remains exclusively responsible for the payment of any amounts due.
5.15. All payments due under this Agreement shall be made in Euros. For the avoidance of doubt, all payments shall be made inclusive of VAT, if applicable, and the Affiliate is individually responsible for withholding tax, VAT and any other fees which may apply based on its country of registration.
5.16. Payments shall be made within thirty (30) calendar days from the date the Company receives a valid invoice for the Commission earned in the preceding month.
5.17. An invoice must be issued in order for commission to be processed.
5.18. The Affiliate shall invoice Betterplay Partners via email on affiliates@betterplay.partners
5.19. All invoice payments will be made via the chosen payment method.
5.20. Failure to submit a valid invoice before the 15th of the calendar month will result in payments being delayed. The invoice should include any VAT at the applicable rate.
5.21. The Company follows a no negative carryover policy. If an affiliate balance is negative the monthly payable balance of this affiliate will automatically be reset to 0 Euro at the beginning of each calendar month. The negative balance of the previous month will not be carried over to the next month.
5.22. The Affiliate is responsible for ensuring the accuracy of the payment details in its account and/or as specified on its invoices. Any payment(s) made via the payment details listed in the Affiliate Account will be considered as payment made by the Company. Any cost incurred by the Company resulting from incorrect payment details provided by the Affiliate will be deducted from the Commission due to the Affiliate in the next monthly payment cycle in which there is a payment due to the Affiliate.
5.23. If for any reason the Affiliate has been overpaid, the Company reserves, without prejudice to any other rights, the right to request that the Affiliate refunds the difference, or deduct the corresponding amount of overpayment to the Affiliate from the following month’s Commission, and each month thereafter, until the debt is repaid in full.
5.24. If for any reason the Affiliate has been underpaid, the Company reserves, without prejudice to any other rights, the right to add the corresponding amount of underpayment to the Affiliate’s Commission in the following calendar month.
5.25. If there is a pending payment due to an Affiliate for a period of six (6) months or more as a result of incorrect payment details, missing payment details, invalid or no-longer valid payment details and the Affiliate has not responded to all reasonable contact attempts made by the Company, the payment will be cancelled.
5.26. The Affiliate must comply with the legal and regulatory requirements in its country of domicile; if it does not, it will not be entitled to receive any Commission based on the activities of its customers.
6. DISCLAIMER
6. DISCLAIMER
Betterplay Partners makes no guarantee in relation to the accessibility of the Betterplay Partners Website at any particular time or any particular location. Betterplay Partners shall in no event be liable to the Affiliate or any other third party for any inaccuracy, error or omission in, or loss, injury or damage caused in whole or in part by failures, delays or interruptions of the Betterplay Partners Website.
Betterplay Partners makes no guarantee in relation to the accessibility of the Betterplay Partners Website at any particular time or any particular location. Betterplay Partners shall in no event be liable to the Affiliate or any other third party for any inaccuracy, error or omission in, or loss, injury or damage caused in whole or in part by failures, delays or interruptions of the Betterplay Partners Website.
7. INDEMNITY
7. INDEMNITY
7.1. Betterplay Partners shall not be liable towards the Affiliate or any third party (in contract, tort, breach of statutory duty or in any other way) for:
7.1. Betterplay Partners shall not be liable towards the Affiliate or any third party (in contract, tort, breach of statutory duty or in any other way) for:
(a) any economic losses, including but without limitation, loss of profits, revenues, business, contracts or anticipated savings);
(b) any indirect or consequential losses; or
(c) any loss of goodwill or reputation.
(a) any economic losses, including but without limitation, loss of profits, revenues, business, contracts or anticipated savings);
(b) any indirect or consequential losses; or
(c) any loss of goodwill or reputation.
7.2. Without prejudice to Betterplay Partners’ rights and remedies under this Agreement and/or at law, the Affiliate agrees to defend, indemnify and hold Betterplay Partners and any Betterplay Partners company, its affiliates, successors, officers, employees, agents, directors, shareholders and attorneys, safe and harmless from and against any and all claims and liabilities, including reasonable legal and expert fees, related to or arising from:
7.2. Without prejudice to Betterplay Partners’ rights and remedies under this Agreement and/or at law, the Affiliate agrees to defend, indemnify and hold Betterplay Partners and any Betterplay Partners company, its affiliates, successors, officers, employees, agents, directors, shareholders and attorneys, safe and harmless from and against any and all claims and liabilities, including reasonable legal and expert fees, related to or arising from:
(a) any breach of Affiliate’s representations, warranties or obligations under this Agreement;
(b) the Affiliate’s use (or misuse) of the Approved Marketing Material and Betterplay Partners Intellectual Property Rights;
(c) all conduct and activities occurring under or through the Affiliate’s account;
(d) any defamatory, libellous, illegal, discriminatory, obscene, violent, pornographic, derogatory or otherwise inappropriate content or material;
(e) any claim or contention that the Affiliate Website(s) or the Affiliate’s information and data infringes any third party rights, including without limitation any intellectual property rights or which violates any third party’s rights of privacy or publicity;
(f) third party access or use of the Affiliate Website(s) or the Affiliate’s information and data;
(g) any claim relating to the Affiliate Website(s) or the Links; and
(h) any violation of this Agreement or any applicable laws.
(a) any breach of Affiliate’s representations, warranties or obligations under this Agreement;
(b) the Affiliate’s use (or misuse) of the Approved Marketing Material and Betterplay Partners Intellectual Property Rights;
(c) all conduct and activities occurring under or through the Affiliate’s account;
(d) any defamatory, libellous, illegal, discriminatory, obscene, violent, pornographic, derogatory or otherwise inappropriate content or material;
(e) any claim or contention that the Affiliate Website(s) or the Affiliate’s information and data infringes any third party rights, including without limitation any intellectual property rights or which violates any third party’s rights of privacy or publicity;
(f) third party access or use of the Affiliate Website(s) or the Affiliate’s information and data;
(g) any claim relating to the Affiliate Website(s) or the Links; and
(h) any violation of this Agreement or any applicable laws.
8. LIMITATION OF LIABILITY
8. LIMITATION OF LIABILITY
8.1. Neither Party shall be liable to the other for any loss of actual or anticipated income or profits, for any special, indirect or consequential loss or damage or any kind howsoever arising and whether caused by tort (including negligence), breach of contract or otherwise, whether or not such loss or damage is foreseeable, foreseen or known.
8.2. The Company’s aggregate liability under or in connection with this Agreement, whether in contract, tort (including negligence) or otherwise, shall not, in any event, exceed the sum of the total monies paid by the Company to the Affiliate over the 12-month period preceding the date on which such liability accrued.
8.3. The Affiliate agrees to indemnify the Company against all liabilities, costs (including, without limitation, all reasonable legal costs), claims and demands of the Company whatsoever and howsoever arising as a result of:
8.1. Neither Party shall be liable to the other for any loss of actual or anticipated income or profits, for any special, indirect or consequential loss or damage or any kind howsoever arising and whether caused by tort (including negligence), breach of contract or otherwise, whether or not such loss or damage is foreseeable, foreseen or known.
8.2. The Company’s aggregate liability under or in connection with this Agreement, whether in contract, tort (including negligence) or otherwise, shall not, in any event, exceed the sum of the total monies paid by the Company to the Affiliate over the 12-month period preceding the date on which such liability accrued.
8.3. The Affiliate agrees to indemnify the Company against all liabilities, costs (including, without limitation, all reasonable legal costs), claims and demands of the Company whatsoever and howsoever arising as a result of:
(a) A breach of the warranties, representations and undertakings made by and obligations of the Affiliate as described in this Agreement;
(b) Any loss, cost or liability arising from cancellation or interruption of the display of the Content not caused by force majeure and that has not been remedied within a reasonable amount of time and in any event within 5 days by the Affiliate after receipt of a written notice from Betterplay Partners.
(a) A breach of the warranties, representations and undertakings made by and obligations of the Affiliate as described in this Agreement;
(b) Any loss, cost or liability arising from cancellation or interruption of the display of the Content not caused by force majeure and that has not been remedied within a reasonable amount of time and in any event within 5 days by the Affiliate after receipt of a written notice from Betterplay Partners.
8.4. The terms of this Agreement shall no longer be considered applicable if the Company is obliged or decides to leave a market due to market condition changes, profitability considerations, legal and/or regulatory changes. In such cases, the existing customer accounts opened within that market can be closed.
8.4. The terms of this Agreement shall no longer be considered applicable if the Company is obliged or decides to leave a market due to market condition changes, profitability considerations, legal and/or regulatory changes. In such cases, the existing customer accounts opened within that market can be closed.
9. AGREEMENT TERMINATION
9. AGREEMENT TERMINATION
9.1. The terms of this Agreement apply from the date the Company notifies the Affiliate that its application has been successful in accordance with the introductory provisions of this Agreement and shall continue thereafter unless and until terminated.
9.2. The Company may decide to terminate this Agreement immediately by written notice if:
9.1. The terms of this Agreement apply from the date the Company notifies the Affiliate that its application has been successful in accordance with the introductory provisions of this Agreement and shall continue thereafter unless and until terminated.
9.2. The Company may decide to terminate this Agreement immediately by written notice if:
9.2.1. The Affiliate commits a breach of its material obligations under this Agreement and in the case of a remediable breach, fails to remedy it within 30 days of the date of receipt of notice from the other;
9.2.2. If the Affiliate intentionally attempts to harm Betterplay Partners, its reputation, or that of its represented brands, in any form, this Agreement may be terminated;
9.2.3. The Affiliate becomes insolvent or is unable to pay its debts, proposes a voluntary arrangement, has a receiver, liquidator, administrator or manager appointed over the whole or any part of its business or assets or if any application shall be presented, order shall be made or resolution passed for its winding up (except for the purposes of a bona fide amalgamation or reconstruction), bankruptcy or dissolution or if it shall otherwise propose or enter into any composition or arrangement with its creditors or any class of them, or it ceases to carry on business or if it claims the benefit of any statutory moratorium;
9.2.4. The Affiliate sells its business, or any part herein, and/or registers any change of beneficial owner or in case the Purchasing Company’s activities are either in conflict with the Company’s (for example the Affiliate Site is purchased by companies providing the same or similar services ). The legal and/or regulatory situation in the market has changed or is in the process of changing to such an extent that the objectives of the Agreement can no longer be achieved and/or no longer correspond to the market reality;
9.2.5. If the Affiliate does not generate a minimum of thirty (30) clicks on the Content for three (3) consecutive months.
9.2.6. Betterplay Partners reserve the right to suspend the Affiliate’s account and stop calculating commission if invalid information or promotions are shown on their marketing sources. In such a case, if the Affiliate fails to reply to notifications from Betterplay Partners within two weeks, then the Affiliate Agreement will be declared null and void, any unpaid commissions will be confiscated and the Affiliate account closed indefinitely.
9.2.7. If the Company suspects – and has reasonable proof – that the Affiliate is engaging in illegal activities or has repeatedly breached the provisions of this Agreement.
9.2.8. The affiliate does not promote the Site following the legal & license requirements of the country it is targeting, in accordance with the governing bodies of both Curaçao Gaming Authority and the targeted country.
9.2.9. Betterplay Partners reserve the right to terminate this agreement unilaterally in the case of the appointed account manager, or team leader of Betterplay Partners, being unable to contact the Affiliate via the main registered email address on their account for a period of two consecutive months.
9.2.1. The Affiliate commits a breach of its material obligations under this Agreement and in the case of a remediable breach, fails to remedy it within 30 days of the date of receipt of notice from the other;
9.2.2. If the Affiliate intentionally attempts to harm Betterplay Partners, its reputation, or that of its represented brands, in any form, this Agreement may be terminated;
9.2.3. The Affiliate becomes insolvent or is unable to pay its debts, proposes a voluntary arrangement, has a receiver, liquidator, administrator or manager appointed over the whole or any part of its business or assets or if any application shall be presented, order shall be made or resolution passed for its winding up (except for the purposes of a bona fide amalgamation or reconstruction), bankruptcy or dissolution or if it shall otherwise propose or enter into any composition or arrangement with its creditors or any class of them, or it ceases to carry on business or if it claims the benefit of any statutory moratorium;
9.2.4. The Affiliate sells its business, or any part herein, and/or registers any change of beneficial owner or in case the Purchasing Company’s activities are either in conflict with the Company’s (for example the Affiliate Site is purchased by companies providing the same or similar services ). The legal and/or regulatory situation in the market has changed or is in the process of changing to such an extent that the objectives of the Agreement can no longer be achieved and/or no longer correspond to the market reality;
9.2.5. If the Affiliate does not generate a minimum of thirty (30) clicks on the Content for three (3) consecutive months.
9.2.6. Betterplay Partners reserve the right to suspend the Affiliate’s account and stop calculating commission if invalid information or promotions are shown on their marketing sources. In such a case, if the Affiliate fails to reply to notifications from Betterplay Partners within two weeks, then the Affiliate Agreement will be declared null and void, any unpaid commissions will be confiscated and the Affiliate account closed indefinitely.
9.2.7. If the Company suspects – and has reasonable proof – that the Affiliate is engaging in illegal activities or has repeatedly breached the provisions of this Agreement.
9.2.8. The affiliate does not promote the Site following the legal & license requirements of the country it is targeting, in accordance with the governing bodies of both Curaçao Gaming Authority and the targeted country.
9.2.9. Betterplay Partners reserve the right to terminate this agreement unilaterally in the case of the appointed account manager, or team leader of Betterplay Partners, being unable to contact the Affiliate via the main registered email address on their account for a period of two consecutive months.
9.3. The Parties hereby agree that on termination of this Agreement:
9.4. The Affiliate must remove all references to Betterplay Partners brands from their website/s and communications, irrespective of whether the communications are commercial or otherwise.
9.5. All rights and licenses granted to the Affiliate under this Agreement shall be terminated immediately and shall revert to the respective licensors, and the Affiliate will cease the use of any trademarks, service marks, logos, and other designations vested in the Company.
9.6. The Affiliate will be entitled only to those earned and unpaid commissions outstanding as of the effective date of termination; however Betterplay Partners may withhold the Affiliate's final payment for a period of up to one hundred eighty days (180) to ensure that the correct amount is paid. The Affiliate will not be eligible to earn or receive commissions after the date when the termination notice has been issued.
9.7. If this Agreement is terminated by the Company because of it being breached by the Affiliate, the Company shall be entitled to withhold the Affiliate’s earned but unpaid commissions as of the termination date as collateral for any claim arising from such breach.
9.8. The Affiliate must return to the Company any and all confidential information (and all copies and derivations thereof) in the Affiliate's possession, custody, and control.
9.9. The Affiliate will release the Company from all obligations and liabilities occurring or arising after the date of such termination, except with respect to those obligations that by their nature are designed to survive termination. Termination will not relieve the Affiliate from any liability arising from any breach of this Agreement, which occurred prior to termination.
9.10. For any and all termination notices, delivery via e-mail is considered a written and immediate form of notification.
9.3. The Parties hereby agree that on termination of this Agreement:
9.4. The Affiliate must remove all references to Betterplay Partners brands from their website/s and communications, irrespective of whether the communications are commercial or otherwise.
9.5. All rights and licenses granted to the Affiliate under this Agreement shall be terminated immediately and shall revert to the respective licensors, and the Affiliate will cease the use of any trademarks, service marks, logos, and other designations vested in the Company.
9.6. The Affiliate will be entitled only to those earned and unpaid commissions outstanding as of the effective date of termination; however Betterplay Partners may withhold the Affiliate's final payment for a period of up to one hundred eighty days (180) to ensure that the correct amount is paid. The Affiliate will not be eligible to earn or receive commissions after the date when the termination notice has been issued.
9.7. If this Agreement is terminated by the Company because of it being breached by the Affiliate, the Company shall be entitled to withhold the Affiliate’s earned but unpaid commissions as of the termination date as collateral for any claim arising from such breach.
9.8. The Affiliate must return to the Company any and all confidential information (and all copies and derivations thereof) in the Affiliate's possession, custody, and control.
9.9. The Affiliate will release the Company from all obligations and liabilities occurring or arising after the date of such termination, except with respect to those obligations that by their nature are designed to survive termination. Termination will not relieve the Affiliate from any liability arising from any breach of this Agreement, which occurred prior to termination.
9.10. For any and all termination notices, delivery via e-mail is considered a written and immediate form of notification.
10. GENERAL PROVISIONS
10. GENERAL PROVISIONS
10.1. Unless otherwise provided for, this Agreement shall constitute the entire agreement and understanding superseding any previous agreement – between the Parties. Each Party acknowledges and agrees that by entering into this Agreement, it does not rely on, and shall have no remedy in respect of, any statement, representation, warranty, understanding, promise or assurance (whether negligently or innocently made) of any person (whether Party in this Agreement or not) other than as expressly set out in this Agreement. Nothing in this article shall operate to limit or exclude any liability for fraud.
10.2. In no event will any delay, failure or omission (in whole or in part) in enforcing, exercising or pursuing any right, power, privilege, claim or remedy conferred by or arising under this Agreement or by the law, be deemed to be or construed as a waiver of that or any other right, power, privilege, claim or remedy in respect of the circumstances in question, or operate so as to bar the enforcement of that, or any other right, power, privilege, claim or remedy, in any other instance at any time or times subsequently.
10.3. The Affiliate shall not, without the Company’s prior written consent, assign at law or in equity (including without limitation by way of a charge or declaration of trust), sub-licences or deals related to this Agreement or any other rights under it, or sub-contract any or all of its obligations under it or purport to do any of the same. Any purported assignment in breach of this article shall confer no rights on the purported assignee.
10.4. If any of the provisions of this Agreement shall be found by any authority to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions of this Agreement which shall remain in full force and effect.
10.5. Any notice given or made to the Company under the terms of this Agreement shall be sent via email to affiliates@betterplay.partners and marked for the attention of the Affiliate Manager (or as otherwise notified by the Company). The Company shall send the Affiliate any notices given or made under the terms of this Agreement to the email address provided by the Affiliate and mentioned in its account. Any notice shall be deemed to have been received within 5 days of delivery. If the receipt occurs before 9.00 a.m. CET on a Working Day, such notice shall be deemed to have been received on that specific day. If such receipt occurs after 5.00 p.m. CET on a Working Day, or on any day which is not a Working Day, the notice shall be deemed to have been received at 9.00 a.m. on the following Working Day.
10.6. Each Party undertakes that it will not at any time hereafter use, divulge or communicate to any person, except to its professional representatives or advisers or as may be required by law or any legal or regulatory authority, any confidential information concerning the business or affairs of the other Party or of any member of the group of companies to which the other Party belongs which may have or may in future come to its knowledge. Each of the Parties shall use its reasonable endeavors to prevent the publication or disclosure of any confidential information concerning such matters.
10.7. Nothing in this Agreement is intended to or shall operate to create a partnership between the Parties, or to authorize either Party to act as an agent for the other. Neither Party shall have the authority to act in the name or on behalf of the other Party or otherwise to bind the other Party in any way (including but not limited to the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
10.8. Neither Party shall make any announcement relating to the terms of this Agreement nor its subject matter without the other Party’s prior written approval, except as required by law or by any legal or regulatory authority.
10.9. The validity, construction and performance of this Agreement (and any claim, dispute or matter arising under or in connection with it or its enforceability) shall be governed by and construed in accordance with the laws of Malta. Each Party irrevocably agrees to submit to the exclusive jurisdiction of the Maltese courts over any claim or matter arising under or in connection with this Agreement or the legal relationships established by this Agreement.
10.10. All information, including but not limited to business and financial, lists of customers and buyers, as well as price and sales information shall be treated as confidential. Such information must not be used for its own commercial or other purposes, either directly or indirectly. This provision shall survive the termination of this agreement.
10.1. Unless otherwise provided for, this Agreement shall constitute the entire agreement and understanding superseding any previous agreement – between the Parties. Each Party acknowledges and agrees that by entering into this Agreement, it does not rely on, and shall have no remedy in respect of, any statement, representation, warranty, understanding, promise or assurance (whether negligently or innocently made) of any person (whether Party in this Agreement or not) other than as expressly set out in this Agreement. Nothing in this article shall operate to limit or exclude any liability for fraud.
10.2. In no event will any delay, failure or omission (in whole or in part) in enforcing, exercising or pursuing any right, power, privilege, claim or remedy conferred by or arising under this Agreement or by the law, be deemed to be or construed as a waiver of that or any other right, power, privilege, claim or remedy in respect of the circumstances in question, or operate so as to bar the enforcement of that, or any other right, power, privilege, claim or remedy, in any other instance at any time or times subsequently.
10.3. The Affiliate shall not, without the Company’s prior written consent, assign at law or in equity (including without limitation by way of a charge or declaration of trust), sub-licences or deals related to this Agreement or any other rights under it, or sub-contract any or all of its obligations under it or purport to do any of the same. Any purported assignment in breach of this article shall confer no rights on the purported assignee.
10.4. If any of the provisions of this Agreement shall be found by any authority to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions of this Agreement which shall remain in full force and effect.
10.5. Any notice given or made to the Company under the terms of this Agreement shall be sent via email to affiliates@betterplay.partners and marked for the attention of the Affiliate Manager (or as otherwise notified by the Company). The Company shall send the Affiliate any notices given or made under the terms of this Agreement to the email address provided by the Affiliate and mentioned in its account. Any notice shall be deemed to have been received within 5 days of delivery. If the receipt occurs before 9.00 a.m. CET on a Working Day, such notice shall be deemed to have been received on that specific day. If such receipt occurs after 5.00 p.m. CET on a Working Day, or on any day which is not a Working Day, the notice shall be deemed to have been received at 9.00 a.m. on the following Working Day.
10.6. Each Party undertakes that it will not at any time hereafter use, divulge or communicate to any person, except to its professional representatives or advisers or as may be required by law or any legal or regulatory authority, any confidential information concerning the business or affairs of the other Party or of any member of the group of companies to which the other Party belongs which may have or may in future come to its knowledge. Each of the Parties shall use its reasonable endeavors to prevent the publication or disclosure of any confidential information concerning such matters.
10.7. Nothing in this Agreement is intended to or shall operate to create a partnership between the Parties, or to authorize either Party to act as an agent for the other. Neither Party shall have the authority to act in the name or on behalf of the other Party or otherwise to bind the other Party in any way (including but not limited to the making of any representation or warranty, the assumption of any obligation or liability and the exercise of any right or power).
10.8. Neither Party shall make any announcement relating to the terms of this Agreement nor its subject matter without the other Party’s prior written approval, except as required by law or by any legal or regulatory authority.
10.9. The validity, construction and performance of this Agreement (and any claim, dispute or matter arising under or in connection with it or its enforceability) shall be governed by and construed in accordance with the laws of Malta. Each Party irrevocably agrees to submit to the exclusive jurisdiction of the Maltese courts over any claim or matter arising under or in connection with this Agreement or the legal relationships established by this Agreement.
10.10. All information, including but not limited to business and financial, lists of customers and buyers, as well as price and sales information shall be treated as confidential. Such information must not be used for its own commercial or other purposes, either directly or indirectly. This provision shall survive the termination of this agreement.
© 2024 Betterplay Partners.
All rights reserved.
© 2024 Betterplay Partners.
All rights reserved.
© 2024 Betterplay Partners.
All rights reserved.