1.1. “Affiliate” means you, the person or entity, who applies to
participate in the Affiliate Program.
1.2. “Affiliate Account” means the account of the Affiliate set up
after an Affiliate Application is made by the Affiliate to take part
in the Affiliate Program and approved by the Company.
1.3. “Affiliate Agreement” means (i) all the terms and conditions
set out in this document, (ii) the terms and conditions of the
Commission Structures applicable to the different products and
brands, and (iii) any other rules or guidelines of the Company
and/or Websites made known to the Affiliate from time to time.
1.4. “Affiliate Application” means the application made by the
Affiliate to participate in the Affiliate Program.
1.5. “Affiliate Links” means internet hyperlinks used by the
Affiliate to link from the Affiliate Website(s) or any other any
third party website to Company Websites.
1.6. “Affiliate Program” means collaboration between the Company and
the Affiliate whereby the Affiliate promotes the Company’s websites
and creates Affiliate Links from the Affiliate Website(s) to
Company’s websites. For such services the Affiliate is paid a
commission depending on the generated traffic to the Company’s
websites, subject to terms within this Affiliate Agreement and to
the applicable product-specific Commission Structure.
1.7. “Affiliate Wallet” means an online wallet in the name of the
Affiliate into which the Company pays the commission and any other
payments due to the Affiliate, which the Affiliate can withdraw in
accordance with the Affiliate Agreement;
1.8. “Affiliate
Website” means any website which is maintained, operated or
otherwise controlled by the Affiliate.
1.9. “Company” shall
mean by Outreach Marketing Ltd and any other company within our
group of, including our parent companies, their parent companies and
all of the subsidiaries of these respective companies.
1.10.
“Company Websites” means the website www.50crowns.com or other such
websites (including mirror websites) as may be added to this
Affiliate Program from time to time;
1.11. “Commission” means
the percentage of the Net Gaming Revenue, or, where applicable, a
fixed amount for a New Customer (CPA structure) as set out in the
Commission Structures.
1.12. “Commission Structures” means any
specific reward structures expressly agreed between the Company and
the Affiliate.
1.13. “Confidential Information” means any
information of commercial or essential value relating to the Company
such as, but not limited to, financial reports, trade secrets,
know-how, prices and custom quotes, business information, products,
strategies, databases, technology, information about New Customers,
other customers and users of the Company Websites, marketing plans
and manners of operation.
1.14. “Gross gaming revenue” or
“GGR” means the amount equal to all the money Customers wager minus
the all the sums that they win.
1.15. “Intellectual Property
Rights” means any copyrights, trademarks, service marks, domain
names, brands, business names, and registrations of the aforesaid
and/or any other similar rights of this nature.
1.16. “Net
Gaming Revenue” or “NGR” means all monies received by the Company
from New Customers as placed bets, less (a) winnings returned to New
Customers, (b) issued bonuses, (c) net balance corrections, (d)
administration fees, (e) fraud costs and chargebacks. For the
avoidance of doubt, all Net Gaming Revenue amounts mentioned above
are only related to New Customers referred to the Company Websites
by the Affiliate Website(s).
1.17. “Net Gaming Revenue
(clean)” or “NGRc” – shall mean NGR – (minus) payments which are
made to the Partners and any related sum such as bank / payment
comissions and taxes, if any.
1.18. “New Customer” means a
new, first-time customer of the Company who made a first deposit
amounting to at least the applicable minimum deposit at Company
Websites’ player account, in accordance with the applicable terms
and conditions of Company Websites’. This excludes the Affiliate,
its employees, relatives and friends.
1.19. “Parties” means
the Company and the Affiliate (each a “Party”).
1.20.
“Personal Data” means any information relating to any person,
whether individual or legal that is or may be identified, directly
or indirectly.
1.21. “Referral Link” is a link with a unique
identifier to a website belonging to a specific user.
2.1. Registering as Affiliate. To become a member of our Affiliate
Program you must accept these terms and conditions by ticking the
respective box while submitting the Affiliate Application. The
Affiliate Application will form an integral part of the Affiliate
Agreement.
2.2. Affiliate Program participation. The Affiliate
Program is intended for your direct participation. Opening an
Affiliate Account for a third party, brokering or transferring an
Affiliate Account is not accepted. Affiliates wishing to transfer an
account to another beneficial owner must contact us and request
permission. Besides, you shall not open more than one Affiliate
Account without our prior written consent. By agreeing to
participate in the Affiliate Program, you agree to use your best
efforts to actively advertise, market and promote the Company
Websites in accordance with the Affiliate Agreement and Company’s
instructions from time to time. You will ensure that all activities
taken by you under the Affiliate Agreement will be in Company’s best
interest and will in no way harm the Company’s reputation or
goodwill. You may link to the Company Website’s using the Affiliate
Links or other such materials as we may from time to time approve.
This is the only method by which you may advertise on our behalf.
2.3. Affiliate Website. You will be solely responsible for the
development, operation and maintenance of the Affiliate Website and
for all materials that appear on the Affiliate Website. You shall at
all times ensure that the Affiliate Website is compliant with all
applicable laws, including General Data Protection Regulation
(GDPR), and functions as a professional website. You will not
present the Affiliate Website in such a way so that it may cause
confusion with the Company Websites, or so that it may give the
impression that it is owned or operated by the Company. The
Affiliate Website will not contain any defamatory, libellous,
discriminatory or otherwise unsuitable content (including, but not
limited to, violent, obscene, derogatory or pornographic materials
or content which would be unlawful in target country).
2.4.
Valid traffic and good faith. You will not generate traffic to the
Company Websites by registering as a New Customer whether directly
or indirectly (for example by using associates, family members or
other third parties). Such behaviour shall be deemed as fraud. You
will also not attempt to benefit from traffic not generated in good
faith. If you have any reasonable suspicion that any New Customer
referred by you is in any way associated to bonus abuse, money
laundering, fraud, or other abuse of remote gaming websites, you
will immediately notify us of this. You hereby recognise that any
New Customer found to be a bonus abuser, money launderer or
fraudster or who assists in any form of affiliate fraud (whether
notified by you or later discovered by us) does not count as a valid
New Customer under the Affiliate Agreement, and thereby no
Commission shall be payable in relation to such New Customers. In
addition, the Company will not pay for inappropriate traffic, such
as, for instance:
a)Fraud– all scamming activity including the use of other people’s
payment details and accounts, DDOS-attacks, inviting relatives
and/or any methods that artificially generate leads or new
customers.
b) Motivated and scheme traffic– as well as
cross-selling, traffic from books (motivation traffic), with using a
service in order to attract people who do not want to play, but do
it for money (while making minimum deposits, minimal activity, do
not return anymore etc).
c) Arbitrage style of playing
(betting):
1) fork player – is a professional player who uses
forks situations (forks) in order to get a net profit for any
outcome of a sporting event.
2) button player – this is a
player who uses various auto-instruments (programs, codes, etc.)
that can make bets in the absence of such a player, as well as using
those outcomes for events, the result of which is already known.
3) handicapper – this is a professional player who, based on
his own analysis, makes bets and beats the Company. You shall NOT,
nor shall You authorize, assist or encourage any third party
to:attempt to intercept or redirect (including via user-installed
software) traffic from or on any website or other place that
participates in Our Affiliate Program, as well as, create websites
using the results of Our intellectual property such as, but not
limited to brand, name, trademark, logos, search tags, etc. In case
of violation of this provision, the Company has the right to
withhold the amount of the commission due to be paid to the
Affiliate in proportion to the amount of losses incurred in result
of such prohibited actions.
2.5. Unsuitable websites. You will
not use any Affiliate Links or otherwise place any digital
advertisements whatsoever featuring our Intellectual Property on any
unsuitable websites (whether owned by a third party or otherwise).
Unsuitable websites include, but are not limited to, websites that
are aimed at children, display illegal pornography or other illegal
sexual acts, promote violence, promote discrimination based on race,
sex, religion, nationality, disability, sexual orientation, or age,
promote illegal activities or in any way violate the intellectual
property rights of any third party or of the Company, or breach any
relevant advertising regulations or codes of practice in any
territory where such Affiliate Links or digital advertisements may
be featured.
2.6. Affiliate Links. The Affiliate Links shall
be displayed at least as prominently as any other sales link on the
Affiliate Website. You will only use Affiliate Links provided by the
Company within the scope of the Affiliate Program.
2.7. Email
and SMS marketing. If sending any emails or SMS communications to
individuals which (i) include any of the Company’s Intellectual
Property Rights; or (ii) otherwise intend to promote the Company
Websites, you must first obtain our permission to send such emails.
If such permission is granted by the Company, you must then ensure
you have each and every recipient’s explicit consent to receive
marketing communications in the form of communication to be sent
(i.e. by SMS or email) and that such individuals have not opted out
of receiving such communication. You must also make it clear to the
recipient that all marketing communications are sent from you and
are not from the Company.
2.8. Use of the Company Intellectual
Property Rights. Any use of the Company’s Intellectual Property
Rights must be in accordance with any brand guidelines issued to you
from time to time and are always subject to the approval required in
clause below. You shall not undertake any activities in violation of
the intellectual property rights of Outreach Marketing Ltd and the
Company, including but not limited to: brand bidding, registering or
using any domains with confusingly similar names to the Company
Brands, copying the “look and feel” of our sites or software, using
any the Company marks, branding or logos except as expressly
permitted by this Agreement, or modifying any Marketing Material
made available by Outreach Marketing Ltd.
2.9. Approved
creative. You will not use any advertising layout or creative
(including banners, images, logos) incorporating our Intellectual
Property Rights unless the advertising layout or creative was
provided to you by the Company or (if advertising layouts are
created by you) without the advance written approval of the Company.
You will not modify the appearance of any advertising that has been
provided to you or for which approval was granted. It is your
responsibility to seek approval from the Company in time for launch
of any advertising campaign or creative, to ensure you have written
approval from the Company in relation to advertising, and to be able
to evidence such approval upon request.
2.10. Loyalty
Programs. You will not offer any cash-back / value-back or similar
programs, other than such programs as are offered on the Company
Websites.
2.11. Responsible Gaming. The Company has ongoing
commitment to responsible gaming and prevention of gambling
addiction. You agree to actively cooperate with the Company to
convey a responsible gaming message. Specifically, you will not use
any material or in any way target persons who are under 18 or the
legal gambling age in their jurisdiction.
2.12. Illegal
activity. You will not target any territory or jurisdictions where
gambling is illegal. You will act within the relevant and / or
applicable law at all times and you will not perform any act which
is illegal in relation to the Affiliate Program or otherwise. The
Affiliate acknowledges that promoting on Netherlands market
resources and using Dutch language is subject to legal restrictions
in Netherlands. Such actions will be considered as a breach of these
Terms and Conditions and will lead to the immediate Affiliate
Account closure if disclosed.
2.13. Data Protection. and
Cookies You shall at all times comply with the General Data
Protection Regulation (GDPR) and any existing or new data protection
acts, regulations or law applicable to your territory. This includes
all applicable legislation and/or regulations relating to the use of
‘cookies’.
2.14. Cost and expense. You shall be solely
responsible for all risk, costs and expenses incurred by you in
meeting your obligations under the Affiliate Agreement.
2.15.
Company monitoring of Affiliate activity. You will immediately give
the Company all such assistance as is required and provide us with
all such information as is requested by the Company to monitor your
activity under the Affiliate Program.
3.1. Right to direct New Customers. We grant you the non-exclusive,
non-assignable, right, during the term of this Affiliate Agreement,
to direct New Customers to such Company Websites as we have agreed
with you in strict accordance with the terms of the Affiliate
Agreement. You shall have no claim to Commission or other
compensation on business secured by persons or entities other than
you.
3.2. License to use Company Intellectual Property Rights.
We grant to you a non-exclusive, non-transferable license, during
the term of this Affiliate Agreement, to use the Company
Intellectual Property Rights, which we may from time to time approve
solely in connection with the display of the promotional materials
on the Affiliate Website or in other such locations as may have been
expressly approved (in writing) by Company. This license cannot be
sub-licensed, assigned or otherwise transferred by you.
3.3.
Players’ Personal Data. For the purpose of the services delivered
under this Agreement, it is understood that the Affiliate shall not
have access to any Personal Data of Company’s customers.
4.1. We shall use our best efforts to provide you with all materials
and information required for necessary implementation of the
Affiliate Links.
4.2. At our sole discretion, we will register
any New Customers directed to the Company Websites by you and we
will track their transactions. We reserve the right to refuse New
Customers (or to close their accounts) if necessary to comply with
any requirements we may periodically establish.
4.3. We shall
make available monitoring tools which enable you to monitor your
Affiliate Account and the level of your Commission and the payment
thereof.
4.4. We shall use and process the following personal
data of an Affiliate or any Affiliate employee, as follows: your
username for logging in, your email address, name, date of birth,
your country and address, telephone number and financial data for
the purposes of ensuring a high level of security, fulfilling the
AML legal requirements and for managing our business relationship.
4.5. Subject to your strict adherence to the Affiliate
Agreement, we shall pay you the Commission in accordance with
paragraph 6.
5.1. In the case of your breach (or, where relevant, suspected
breach) of this Agreement or your negligence in performance under
the Affiliate Program, or failure to meet your obligations
hereunder, the Company shall have the following remedies available:
(а) the right to suspend your participation in the Affiliate
Program for the period required to investigate any activities that
may be in breach of the Affiliate Agreement. During such period of
suspension payment of Commissions will also be suspended;
(b)
the right to withhold any Commission or any other payment to the
Affiliate arising from or relating to any specific campaign,
traffic, content or activity conducted or created by the Affiliate
which is in breach of the Affiliate’s obligations under the
Affiliate Agreement;
(c) the right to withhold from the
Commission monies which the Company deems reasonable to cover any
indemnity given by the Affiliate hereunder or to cover any liability
of the Company which arises as a result of the Affiliate’s breach of
the Affiliate Agreement;
(d) the right to transfer structure
of payments to Affiliate from CPA into Revenue Share with immediate
effect in case of poor quality of traffic (e.g. average number of
deposits per a New Customer is 1,5 or lower during the first two
weeks and most of such deposits are close to minimal);
(e)
immediately terminate the Affiliate Agreement;
(f) the right
to withhold monies held in the Affiliate Wallet if they are not
withdrawn within a period of 3 (three) months from the date of the
termination of the Affiliate Agreement in accordance with clause
9.1.
5.2 In case of the Affiliate’s breach of a listing deal
the Company has the right to withhold any amount (including revenue
share / CPA / another listing deal) due to the Affiliate. The breach
may include any of the following:
1) Affiliate did not provide
listing of the Company’s advertising materials within the specified
period;
2) The Affiliate Website, on which the listing was
agreed, does not work;
3) The Affiliate listing the Company’s
advertising materials in a lower position than was agreed by the
Parties. The withhold mentioned hereabove shall be done
proportionally for each day of the breach.
5.3 Our rights and
remedies detailed above shall not be mutually exclusive.
6.1. Subject to your adherence to the provisions of the Affiliate
Agreement, you will earn Commission in accordance with the
Commission Structure. We retain the right to change the Commission
percentage and method of calculation of Commission in accordance
with this paragraph.
6.2. The Commission is calculated at the
end of each month and payments shall be made on a monthly basis in
arrears, not later than the 15th of the following calendar month.
Payments via invoices are paid till 25th of the month for the
previous payment period.
6.3. Payment of Commission will be
made through our Affiliate Wallet. Due to existing regulations,
Affiliates may be required for verification and “know your customer”
documentation before a withdrawal can be accessed.
6.4. A
minimum amount of €100 may be withdrawn from the Affiliate Wallet at
one time (any payment method excluding bank transfer which minimum
withdrawal amount equals to €500).
6.5. If an error is made in
the calculation of the Commission, the Company has the right to
correct such calculation at any time and will immediately pay out
underpayment or reclaim overpayment made to the Affiliate.
6.6. The Affiliate may, at the Company’s sole discretion, be
provided with the opportunity to restructure its commission
structure.
6.7. The Affiliate’s acceptance of a Commission
payment shall constitute the full and final settlement of the
balance due for the relevant period. In case the Affiliate disagrees
with the balance due as reported, he or she shall notify the Company
within fourteen (14) calendar days and clearly state reasons of the
disagreement. Failure to notify the Company within this time limit
shall be considered as an irrevocable acknowledgment of the balance
due for the relevant period.
6.8. The Commission shall be
deemed to be exclusive of value added tax or any other applicable
tax. The Affiliate shall have the sole responsibility to pay any and
all taxes, levies, charges and any other money payable or due to any
tax authority, department or other competent entity as a result of
the compensation generated under the Affiliate Agreement.
6.9.
A CPA is paid to an affiliate for each player whose bet amount at
least equals the amount of the established CPA or the equivalent in
other currencies, if the transaction does not have an additional
conditions such as baseline or others.
6.10 In case of the
Company provides the Affiliate with any funds under the terms (and
for the purposes) of this Agreement the Affiliate hereby understands
and confirms that he is not a Player. According to this, the
Affiliate cannot demand withdrawal of funds provided by the Company
and held by the Affiliate on his player’s account, in accordance
with the rules applicable to the Player (i.e. withdrawal of any
funds held by the Affiliate on his player’s account is impossible.
7.1. Your percentage depends on last month’s FTD:
FTD 0 = 25%
from NGR
FTD 1-5 = 30% from NGR
FTD 6-10 = 35% from NGR
FTD 11-20 = 40% from NGR
FTD 21-30 = 45% of NGR
FTD 31 and more = 50% of NGR
* FTD = First time deposit
* NGR = GGR x 80% – bonuses awarded – manual 50crowns bonus –
5% x (deposits + withdrawals)
7.2. In case of Sub – Affiliate
deals. Sub-Affiliate shall be entitled to receive 2 % from personal
NGRc of all Affiliates of such Sub-Affiliate, which is calculated,
according to the following formula:NGRc = NGR – (minus) payments
which are made to the Partners and any related sum such as bank /
payment comissions and taxes, if any.
7.3. A negative balance
on one brand does not affect a positive balance on another brand.
Payments are made for each brand separately and they are not
bundled. FTD for the payment are summarized from all brands you work
with.
If the Affiliate’s account in the current accounting
period has a negative balance up to 10.000 Euros, it will not be
carried over to the next accounting period. Negative balance more
than 10.000 euros is carried over to the next accounting period
deducting this 10.000 euros. In other words, Outreach Marketing Ltd
covers Affiliates’ financial risks up to 10.000 euros.
If the
Affiliate’s account in the current accounting period (from the first
day of the month till the last day of the month) has a negative NGR
under his own activity (Affiliate’s NGR), such as negative NGR would
be carried over on the next month with the following rules (brackets
used to denote negative sign):
0 > Affiliate’s NGR >= (10,000)
EUR | Such as negative NGR would NOT be carried over for the next
accounting period
(10,000) EUR > Affiliate’s NGR | Such as
negative NGR would be carried over for the next accounting period
plus (compensated by the Company) 10,000 EUR
For example,
Affiliate promotes 3 Brands and at the end of the accounting period
has the following statistic:
Brand 1 | NGR (13,000) EURBrand 2
| NGR 4,000 EURBrand 3 | NGR (3,000) EUR
Then at the beginning
of the next accounting period Affiliate would have the following
information about promoted brands:
Brand 1 | NGR (3,000) EUR,
where 10,000 EUR were compensated and was not carried overBrand 2 |
NGR 0 EUR, as usual at the beginning of the accounting periodBrand 3
| NGR 0 EUR, where 3,000 EUR were compensated and was not carried
over
Moreover, as mentioned above, payouts for Brands do NOT
sums. E.g. if Affiliate has a revenue share 50% terms, he would
gain:0 EUR for Brand 1;2,000 EUR (4000 * 50% = 2000) for Brand 2;0
EUR for Brand 3.
8.1. During the term of the Affiliate Agreement, you may from time to time be entrusted with confidential information relating to our business, operations, or underlying technology and/or the Affiliate Program (including, for example, the Commissions earned by you under the Affiliate Program). You agree to avoid disclosure or unauthorized use of any such confidential information to third persons or outside parties unless you have our prior written consent. You also agree that you will use the confidential information only for the purposes of the Affiliate Agreement. Your obligations in regards to this paragraph survive the termination of this Agreement. In addition, you must not issue any press release or similar communication to the public with respect to your participation in the Affiliate Program without the prior written consent of the Company (with approval of the exact content to also be approved by the Company).
9.1. Term. The term of the Affiliate Agreement will begin when you
are approved as an Affiliate and will be continuous unless and until
either Party notifies the other in writing that it wishes to
terminate the Agreement. In this case the Agreement will be
terminated 7 days after such notice is given. For purposes of
notification of termination, delivery via e-mail is considered a
written and immediate form of notification. For the avoidance of
doubt, the Company may also terminate (in accordance with Clause
5.1(c) above) upon immediate notice at any time for the Affiliates
failure to meet their obligations under the Agreement or otherwise
for the Affiliate’s negligence.
9.2. Affiliate actions upon
termination. Upon termination you must immediately remove all of the
Company banners or creatives from the Affiliate Website and disable
all Affiliate Links from the Affiliate Website to all Company
Websites. All rights and licenses given to you in the Affiliate
Agreement shall immediately terminate. You will return to the
Company any confidential information and all copies of it in your
possession and control, and will cease all uses of all Company
Intellectual Property Rights.
9.3. Commission. Upon
termination of the Affiliate Agreement for any reason, all
Commission relating to any New Customers directed to the Company
during the term shall not be payable to the Affiliate as from the
date of termination.
10.1. Disclaimer. We make no express or implied warranties or
representations with respect to the Affiliate Program, about the
Company or the Commission payment arrangements (including, without
limitation, functionality, warranties of fitness, merchantability,
legality or non-infringement). In addition, we make no
representation that the operation of our sites will be uninterrupted
or error-free and will not be liable for the consequences if there
are any. In the event of a discrepancy between the reports offered
in the Affiliate Account system and the Company database, the
database shall be deemed accurate.
10.2. Indemnity and
Limitation of Liability. You shall indemnify and hold the Company,
our directors, employees and representatives harmless from and
against any and all liabilities, losses, damages and costs,
including legal fees, resulting from or in any way connected with:
(a) any breach by you of any provision of the Affiliate
Agreement,
(b) the performance of your duties and obligations
under the Affiliate Agreement,
(c) your negligence or
(d) any injury caused directly or indirectly by your negligent
or intentional acts or omissions, or the unauthorized use of our
creatives and links or this Affiliate Program.
The Company
shall not be held liable for any direct or indirect, special, or
consequential damages (or any loss of revenue, profits, or data),
any loss of goodwill or reputation arising in connection with the
Affiliate Agreement or the Affiliate Program, even if we have been
advised of the possibility of such damages.
10.3. Non-Waiver.
Our failure to enforce your strict performance of any provision of
the Affiliate Agreement will not constitute a waiver of our right to
subsequently enforce such provision or any other provision of the
Affiliate Agreement.
10.4. Relationship of Parties. The
Company and the Affiliate are independent contractors and nothing in
the Affiliate Agreement will create any partnership, joint venture,
agency, franchise, sales representative, or employment relationship
between us. You will have no authority to make or accept any offers
or representations on our behalf. You will not make any statement,
whether on your site or otherwise, that would contradict anything in
this Affiliate Agreement.
10.5. Force Majeure. Neither party
shall be liable to the other for any delay or failure to perform its
obligations under the Affiliate Agreement if such delay or failure
arises from a cause beyond its reasonable control, including but not
limited to labour disputes, strikes, industrial disturbances, acts
of God, acts of terrorism, floods, lightning, utility or
communications failures, earthquakes or other casualty. If such
event occurs, the non-performing Party is excused from whatever
performance is prevented by the event to the extent prevented
provided that if the force majeure event subsists for a period
exceeding thirty (30) calendar days then either Party may terminate
the Affiliate Agreement with immediate effect by providing a written
notice.
The following circumstances / events shall be
considered as Force Majeure:
(a) closing any geo
(jurisdiction) as market previously permitted / allowed / available
to work with / at by any competent authority act / decision directly
restricting / forbidding usual business activity;
(b) closing
any payment method used for processing at least 75% of payments to /
from Customers (withdrawals / deposits / bets) by decision of a
financial institution / competent authority;
(c) revocation of
a 50crowns / betting website operator’s license by decision of a
competent authority / license holder (licensor);
(d) other
similar circumstances / events not specified above substantially
affecting normal business processes and / or substantially
increasing expenses of the Company.
In case of circumstances /
events specified in sub-clauses (a)-(d) of this Clause the Company
may (but not obliged to) transfer structure of payments to Affiliate
from CPA into Revenue Share with immediate effect. Such decision
shall be subject to sole discretion of the Company.
10.6.
Assignability. You may not assign the Affiliate Agreement, by
operation of law or otherwise, without our prior written consent.
10.7. Severability. If any provision of the Affiliate
Agreement is held to be invalid, illegal or unenforceable in any
respect, such provision will be ineffective only to the extent of
such invalidity, or unenforceability, without invalidating the
remainder of the Affiliate Agreement or any provision hereof.
10.8. English language. The Affiliate Agreement was first
drafted in English. Should there be any conflict or discrepancy
between the English language version and any other language, the
English version shall prevail.
10.9. Modification of Terms &
Conditions. We may modify any of the terms and conditions contained
in the Affiliate Agreement or replace it at any time and in our sole
discretion by posting a change notice or a new agreement on our
site. Modifications may include, for example, changes in the scope
of available Commissions and Affiliate Program rules. If any
modification is unacceptable to you, your need to terminate the
Affiliate Agreement. Your continued participation in our Affiliate
Program following our posting of a change notice or new agreement
will constitute binding acceptance of the modification or of the new
agreement.
10.10. This Terms and Conditions shall be governed
by and interpreted in accordance with the laws of the Cyprus,
without giving effect to the rules respecting conflict of laws.
10.11. The place of Jurisdiction is arbitral tribunal in
Cyprus Eurasia Dispute Resolution and Arbitration Center (CEDRAC).