Version 2.0
Effective Date: 02.08.2024
INTRODUCTORY PROVISIONS
DEFINITIONS
“Affiliate” means any natural and/or legal person who, after having entered into the Agreement, promotes Brand(s) via Marketing Channel using the Content provided by the Company for the purposes of this Agreement.
“Affiliate Account” means the Technical Platform account set up by the Company based on the information provided by the Affiliate in the application form.
“Affiliate Account Manager” means any employee of the Company authorised to manage the business relationship between the Company and the Affiliate.
“Bonuses” means any so-called “free money”, “free bets”, “free spins”, “money back”, “vouchers”, “rebates”, “discounts” and/or similar that the New Customer can utilise as payment for stakes (bets).
“Brand” means any relevant brand(s) operated by the Company.
“Commission” means the compensation due to the Affiliate based on the agreed Reward Plan. Commission will be called “Earnings” and/or “Income” on the Technical Platform.
“Company” means Amber Entertainment, UAB.
“Confidential Information” means any information of a commercial value, considered essential for both Parties, such as, but not limited to technology, market and business information, financial reports, know-how, trade secrets, products, processes, business strategies, information concerning research, databases, New Customer lists, prospect and New Customer data, supplier lists, marketing plans, product development, manner of operation or financial condition or prospects.
“Content” means material provided by the Company for the purposes of this Agreement, including, without limitation, text links (URL), banners and other general advertising material.
“Database” means any information stored about Affiliates and New Customers, 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.
“Goodwill” means the benefit of a business having a good reputation under its name and regular patronage.
“High Roller” means the Customer who deposits 5000 Euros (or a currency equivalent) or more in any calendar month.
“Insertion Order” means a legal document describing special conditions of the Agreement signed between the Parties which forms an integral part of the Agreement.
“Intellectual Property Rights” or “IPR” means any rights in computer software (including source codes), databases, know-how, design, copyright, trademarks, logos, service marks, domain names, brands, business names and/or all other rights of whatever nature whether registered or unregistered subsisting anywhere in the world, whether now known or created in the future.
“Marketing Channel” means the type of medium used to promote the Brand(s). It can include but is not limited to websites, email/SMS marketing, paid advertisements, media buying, influencer marketing or blogs.
“Net Revenue” means the value of the revenues generated by all New Customers referred by the Affiliate across all products after the deduction of costs including but not limited to (a) financial transaction fees, (b) bonuses, (c) loyalty rewards (d) charge backs, (e) game providers’ fees (f) platform support fees (g) country taxes and betting duties and (h) fraud costs.
“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 New Customer will be linked to the last Affiliate who referred the New 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 Brands 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 but must happen within two calendar months. Also sometimes referred to as ‘New Depositing Player’, or ‘NDP’.
“Parties” means the Company and the Affiliate (each a “Party”).
“Payment Agent” means any third party appointed by the Company to carry out on its behalf and make payments to the Affiliates.
“Personal Data” means any information relating to any person, whether individual or legal that is or may be identified from time to time (directly or indirectly). It includes without limitation any and all information in relation to New Customers and/or Affiliates.
“Products” means the betting and gaming products offered by the Company Brands. This includes but is not limited to online sports betting and casino.
“Reward Plan” means any financial model agreed between the Parties to compensate the Affiliate for its marketing activities.
“Technical Platform” means a technical tool selected by the Company to record, register and monitor the Affiliate’s activities, business and the activities between the Company and New Customers.
“Term” means the period from the date the Affiliate accepts the terms of this Agreement until termination of this Agreement as specified under article 12.
“Working Day” means every day from Monday to Friday inclusive, excluding public holidays in Lithuania and weekends.
1.1. The Company requires third party advertising space to promote the Brand(s) to increase its business, notably via increasing the number of New Depositing Customers, 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 Technical 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 Company has set itself, and in some markets, it is bound by, the following three objectives when promoting its services and the Brand to customers:
1.2.1. The Company wishes to prevent gambling from being a source of crime and or disorder, being associated with crime or disorder and/or being used to support crime;
1.2.2. The Company wishes to ensure that gambling is conducted in a fair and open way; and
1.2.3. The Company intends to protect children and vulnerable persons from being harmed and/or exploited by gambling.
1.3. The Affiliate acknowledges that it will respect the above objectives and agrees that it will act at all times in a manner that is consistent with these objectives during the Term of this Agreement.
1.4. The Affiliate acknowledges that the Company may operate in multiple countries and shall be subject to such countries’ local laws and regulations that relate to promotion of gambling and specifically promoting gambling and soliciting bets. The Affiliate acknowledges that he will be solely responsible to the Company and the local gambling or advertising authority for any promotion or advertising done on behalf of the Company that is not in compliance with the local laws and regulations, and, in addition, the Affiliate shall hold the Company harmless and fully indemnify the Company for any liability incurred by the Company.
1.5. The Affiliate further 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. The Affiliate shall be exclusively liable for such actions (including breach of any restrictions or prohibitions) and shall hold the Company harmless and shall fully indemnify the Company for any liability incurred by the Company.
1.6. The Affiliate further confirms that it operates the Marketing Channel, where the Content will be used, under its own name and that it is fully and without restrictions authorised to dispose thereof.
1.7. With respect to the laws on the prevention of money laundering and financing of terrorism, the Affiliate, if requested by the Company, will be required to verify their identity by providing copies of personal and, where applicable, company identification and registration documents.
1.8. 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.
2.1. Upon the Affiliate’s successful application to join the Program and signing of the Insertion Order, a unique tracking code (often in the form of a URL) is assigned to the Affiliate so that the Affiliate is integrated in the Technical Platform. This tracking code will identify any New Customers referred by the Affiliate. It is the Affiliate’s responsibility to ensure that any tracking code generated by the Technical Platform is used correctly.
2.2. If a New Customer creates an account with a different brand not promoted by the Content used by the Affiliate, the account will not be linked to the Affiliate.
2.3. Any additional advertising material (of any kind whatsoever) created by the Affiliate and related to the Company shall require the Company’s prior written approval.
2.4. Subject to articles 3.5 and 3.6 of this Agreement, a change to the URL shall not constitute a change to the Agreement and shall not affect the rights and obligations of the Affiliate arising from this Agreement.
3.1. During the Term of this Agreement, the Affiliate shall display only the most up to date Content in a manner and location agreed by the Parties in advance. The Affiliate shall immediately but not later than within 24 hours update, modify or remove any Content from any and all Marketing Channels if requested by the Company by any means of communication used between the Company and the Affiliate (including, but not limited to email, Skype, Telegram, WhatsApp, etc.). The Affiliate shall not alter the form or operation of the Content without the Company’s prior written consent.
3.2. At all times the Affiliate agrees to be bound by the Company’s Affiliates Advertising Requirements which can be found in Appendices A – B of this Agreement. For the avoidance of doubt, Appendices A – B form part of this Agreement.
3.3. The Affiliate agrees to give the Company reasonable assistance in respect of the display, access to, transmission and maintenance of the Content.
3.4. The Affiliate shall ensure that it does not use any Content on/via their Marketing Channels targeting individuals under the legal gambling age where they are domiciled and does not allow, assist or encourage others to market and promote any Content, the Brand and the Company’s services to anyone under the legal gambling age in the countries where they are domiciled.
3.5. The Affiliate shall receive the Company’s prior approval before using any Marketing Channel. In the event the Affiliate wishes to place the Content on Marketing Channels other than those agreed upon between the Parties, the Affiliate must first obtain the Company’s written consent. Using of Marketing Channels without prior Company’s approval shall be considered as a breach of this Agreement and the Company retains the right not to pay any Commission for any New Customers obtained through such channels. The Affiliate shall at all times (i) ensure that the Marketing Channel is compliant with the terms of this Agreement; and (ii) be liable to the Company for the actions and/or omissions of such Marketing Channel in relation to this Agreement.
3.6. 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 Reward Plan that was in place at the time of the purchase. The Affiliate and/or Purchasing Company must inform the Company within five (5) Working Days of the purchase.
3.7. 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 metatags on their websites (or any other Marketing Channels) which are identical or similar to any of the Company’s trademarks/Brands. The Affiliate shall not create pages falsely representing any Brand in any social media channels (including, but not limited to, Facebook, Google +, X, etc.).
3.8. 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.
3.9. The Affiliate shall not:
3.10. If the Company determines, at its sole discretion, the Affiliate has engaged in the activities specified above, the Company shall have the right to:
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. The decision by the Company to pursue any of its rights or remedies under article 3.10. will be without prejudice to any other rights, remedies, legal actions or compensations available to the Company.
3.11. The Affiliate shall inform users via its privacy policy or other appropriate means that a tracking technology will be installed on the user’s hard drive once the user clicks on the Content. The Affiliate shall provide users with the opportunity to reject the installation of such tracking technology in accordance with the Privacy and Electronic Communications Directive 2002/58/EC on Privacy and Electronic Communications (the “ePrivacy Directive”), and/or any applicable legislation, including legislation amending, implementing or replacing the ePrivacy Directive.
3.12. The Affiliate shall, at any time, have secure access to the Technical Platform unless the Company has a duly motivated reason – including but not limited to network and IT maintenance and/or security threats – to block or restrict such access.
4.1. The Company shall provide the Affiliate with the Content for the purposes of this Agreement and may update such Content from time to time.
4.2. The Affiliate shall comply with the Company’s instructions to track New Customers. The Company shall use its reasonable endeavours to ensure that whenever a New Customer is directed to its websites and registers an account, the relevant New Customer is identified as originating from the Marketing Channel of the Affiliate. However, the Company shall not be held liable if it is unable to identify a New Customer as originating from such Marketing Channel.
4.3. The Company shall be entitled to use any of its rights or fulfil any of its obligations hereunder (including, without limitation to, its payment obligations) through any subsidiary company or agents.
4.4. The Company shall be entitled to accept or decline any Affiliate’s application at its sole discretion.
4.5. The Company has the right to monitor websites or other Marketing Channels of the Affiliate to ensure that the Affiliate is complying with the terms of this Agreement. The Affiliate shall provide (and at no charge) the Company with all data and information to perform such monitoring.
4.6. The Company (its internal and external, financial and accounting auditors) has the right to audit all relevant records during the Term of the Agreement and for two (2) years afterwards. The Affiliate shall allow the Company and/or its auditors access to such records for the purposes of conducting the audit.
5.1. The Affiliate shall be entitled to receive on a monthly basis a Commission based on the activities of its referred New Customers.
5.2. The mechanism for calculating the Affiliate Commission (“Earnings”) will be agreed in writing in the Insertion Order(s) between the Company and the Affiliate. The Insertion Order(s) and their amendments will be approved by both Parties by any means of communication used between the Parties (including, but not limited to email, Skype, Telegram, WhatsApp, etc.). All valid mechanisms for calculating the Affiliate Commission will be described in the Technical Platform. Where an Affiliate promotes more than one Brand, the Commission is calculated across all products and brands. Reward plans can be following:
5.3. The Company shall provide the Affiliate with statements accessible through its Affiliate Account at https://7bet.partners (the ‘Technical Platform’) detailing the number of New Customers, New Depositing Customers, Net Revenue and the Affiliate’s Earnings, if any, which have accrued to the Affiliate over the course of the calendar month. At the beginning of each calendar month, the Company shall record the Affiliate’s total Earnings, if any, during the previous calendar month. If the Affiliate’s Earnings does not exceed 100 Euros, the Company shall be entitled to withhold and carry forward the Earnings until the total accrued Earnings exceeds 100 Euros. Any Earnings amount shown before the 5th Working Day of the month is subject to change due to possible delays in obtaining and uploading data from our 3rd Party suppliers to the Technical Platform, therefore, only the Earnings amount shown after the 5th Working Day of the month shall be deemed final. If an Affiliate disputes this final Earnings amount, they shall have a period of 3 (three) months from the month the Earnings amount in dispute is due to provide evidence of any suspected error. Disputes over Earnings amounts older than 6 (six) months will not be entered into.
5.4. The Company reserves the right to reduce the Affiliate’s Earnings/change the Reward Plan if:
Any such changes will be communicated beforehand at least 48 hours by email to the email address in the Affiliates’ account within the Technical Platform.
5.5. In the case of a Reward Plan with a CPA element, the Company reserves the right to withhold CPA payments if:
In the case where а self-excluded New Customer deposits twice as much as the agreed CPA rate, the Company will consider such New Customer for CPA purposes.
5.6. In the case of a Reward Plan, which includes Revenue Share element, the Affiliate shall only be payable Revenue Share for a maximum period of 24 months from the date on which the qualified New Customer registers and in any event only during the term of this Agreement.
5.7. In the case of a Revenue Share or Hybrid Reward Plan, when calculating the Commission based on the Net Revenue, if an Affiliate’s New Customers’ activities result in a negative balance for the Affiliate, due to the customer winnings and/or bonuses etc., the said balance will be carried over to the next month(s), unless the Reward Plan has been adjusted to a no negative carryover Reward Plan, which must be approved by the Company’s Head of Affiliates. In this instance, any negative Commission balance will be set to zero at the beginning of each month.
5.8. In case an Affiliate has referred as a New Customer to any of the Company’s Brands a High Roller, who deposits 5000 Euros (or a currency equivalent) or more in any calendar month, a High-Roller Policy is applied: in the event that the total revenue generated by any High Roller is negative for a given calendar month, the said balance will be carried over to the next month(s), until a positive balance is achieved.
5.9. Affiliate will not be entitled to any payment related to any New Customer activity and/or traffic that the Company deems, in its sole discretion, to be unlawful, abusive, not generated in good faith, or based on fraudulent activity. Unless Parties have entered into a separate written agreement, the Company does not pay for any New Customer activity related to the Company‘s brand(s)/trademark(s) bidding or any activity which Company considers to be a breach of its Intellectual Property Rights. Any and all fraud related costs shall be deducted from the total amount of payment owed to Affiliate. In the event that the fraud costs exceed the amount of payments owed to the Affiliate, the Company reserves the right to collect such sums from Affiliate directly.
5.10. The Affiliate understands and accepts that the real-time data in the Technical Platform are merely approximate. Five (5) Working Days after the beginning of the following calendar month, a consolidated statement for the previous calendar month containing the aggregated and accurate data related to the Affiliate’s Commission will be available via the Technical Platform. Based on the said accurate data the Affiliate shall prepare and present the Company with the invoice for the Affiliate’s Commission for the previous calendar month within ten (10) Working Days from the announcement of the aggregated and accurate data via the Technical Platform.
5.11. The Affiliate understands and accepts that its access to the Technical 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.
5.12. 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. The Company remains exclusively responsible for the payment of any amounts due.
5.13. All payments due under this Agreement shall be made in Euros.
5.14. Payments shall be made within thirty (30) Working Days from the receipt of the invoice from the Affiliate according to Article 5.10.
5.15. Unless agreed in writing by the Company’s Head of Affiliates, any changes to an Affiliate’s Reward Plan will only be applicable to New Customers and not previously referred customers.
5.16. 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 and/or as specified on its invoices 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.
5.17. 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.
5.18. 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.
5.19. If there is a pending payment due to an Affiliate for a period of five years 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.
5.20. 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.
5.21. All the Commission due and payable by the Company to the Affiliate are inclusive of any tax, charge, levy or other costs which may be imposed on such payment and the Company shall be under no obligation to increase such payment in the event such tax becomes applicable. The Affiliate is fully responsible for all taxes, fees, charges or other costs incidental to and arising from any payments due or made under this Agreement by the relevant authority.
6.1. Nothing in this Agreement shall constitute any licence, assignment, transfer or any other rights of any Intellectual Property Rights, including, without limitation, patents, trademarks, service marks, registered designs, copyrights, database rights, rights in designs, inventions and Confidential Information, etc. which arise in result of entering into or for the purpose of this Agreement.
6.2. All Intellectual Property Rights created and/or deriving out of this Agreement, including, without limitation, banners, advertising material, the Database and Personal Data, shall be or become the sole property of the Company, and the Affiliate shall have absolutely no rights therein.
6.3. The Company grants the Affiliate a non-exclusive and worldwide right to display the Content as set out in this Agreement and in accordance with the Company’s guidelines as may be provided to the Affiliate from time to time. All Intellectual Property Rights and any Goodwill arising from the Content and in all Products, associated systems and software relating to the services provided by the Company to its customers from time to time shall remain the property of the Company. The Affiliate shall not use the Content in any way that is detrimental to the Company or the reputation or Goodwill of the Company. The Affiliate shall not alter or modify, in any way, the Content without the Company’s prior written consent.
6.4. The Affiliate agrees that its website or other Marketing Channel shall not resemble in any way the appearance and/or the general impression of the Company’s website(s), nor will the Affiliate create the impression that the Affiliate website or any other Marketing Channel is owned by the Company.
6.5. Upon termination of the Agreement between the Parties, each Party shall return to the other Party all proprietary material or information and, as the case may be, destroy in a manner acceptable to the other Party all remaining copies of the same. Notwithstanding any disposition contrary to this Agreement, the Affiliate acknowledges that – upon such termination – it shall not keep a copy of the Content, the Database, Personal Data or Confidential Information, and may not exploit, directly or indirectly, Company proprietary information, materials or works.
7.1. Each Party represents and warrants to the other that it has and will retain, throughout the Term, all rights, title and authority to accept the terms of this Agreement. Each Party grants to the other Party all relevant means to perform the obligations mentioned under this Agreement.
7.2. The Affiliate represents, warrants and undertakes that their Marketing Channel(s) shall not contain, or link to, any material which is defamatory, pornographic, unlawful, harmful, threatening, obscene, harassing, or racially, ethnically, or otherwise objectionable or discriminatory, violent, politically sensitive or otherwise controversial or in breach of any third-party rights (including but not limited to IP infringing websites).
7.3. The Affiliate must provide information on responsible gambling as detailed and required in Appendix A.
7.4. The Affiliate must not deliberately provide facilities for gambling in such a way as to appeal particularly to minors, for example by reflecting or being associated with youth culture.
The Company makes no representation that the operation of its websites and Technical Platform will be uninterrupted or error-free and the Company will not be liable for the consequences of any interruptions or errors.
The Affiliate shall indemnify on demand and hold harmless the Company and each of its associates, officers, directors, employees, agents, shareholders and partners from and against any and all losses, demands, claims, damages, costs, expenses (including without limitation consequential losses and loss of profit, reasonable legal costs and expenses and VAT thereon if applicable) and liabilities suffered or incurred, directly or indirectly, by Company resulting from any breach, non-performance or non-observance by the Affiliate of any of the obligations or warranties specified under this Agreement.
10.1. Nothing in this article 10 shall limit the Company’s liability for death or personal injury resulting from negligence or fraud.
10.2. The Company’s aggregate liability in respect of any loss or damage suffered by the Affiliate and arising out of or in connection with this Agreement, whether in contract, tort (including negligence) or for breach of statutory duty or in any other way, shall not exceed the amount of Commission actually paid by the Company to the Affiliate pursuant to this Agreement in the 12 months prior to the event giving rise to such liability.
10.3. The Company shall not be liable in contract, tort (including negligence) or for breach of statutory duty or in any other way for:
10.3.1. any losses arising from any interruption, problem or error in the operation of or changes made to the Company’s Products, websites and/ or Technical Platform;
10.3.2. any loss arising from or in connection with loss of revenues, profits, contracts or business or failure to realise anticipated savings;
10.3.3. any loss of goodwill or reputation; or
10.3.4. any indirect or consequential losses suffered or incurred by the Affiliate arising out of or in connection with any other matter under this Agreement.
10.4. Except as expressly provided for in this Agreement all conditions, warranties and representations implied by statute, common law or otherwise are excluded to the extent permitted by law.
The terms of this Agreement shall no longer be considered applicable in the event the Company is obliged to leave a market due to market condition changes, legal and/or regulatory changes. In such cases, the existing customer accounts opened within that market can be closed.
12.1. 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 according to this article.
12.2. The Company may terminate this Agreement immediately by written notice if:
12.3. The Affiliate may terminate this Agreement:
12.4. Notwithstanding articles 12.1, 12.2 and 12.3, either Party may terminate the Agreement without a cause at any time by giving thirty (30) days written notice to the other Party. Such termination shall be without any penalties, compensations or fees payable by the terminating Party.
12.5. Following termination of this Agreement (including under articles 12.1, 12.2, 12.3 and 12.4), the Affiliate will only be entitled to receive the outstanding Commission due as of the effective termination date of this Agreement. However, the Company may reasonably withhold the Affiliate’s final payment to ensure that the correct amount is paid. After such payment, the Affiliate will no longer be entitled to receive any other Commission or any other compensation or claim any damages from the Company.
12.6. For any and all termination notices, delivery by any means of communication used between the Company and the Affiliate (including, but not limited to email, Skype, Telegram, WhatsApp, etc.) is considered a written and immediate form of notification.
13.1. Unless otherwise provided for, the Agreement (including the Insertion Order) 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.
13.2. 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.
13.3. 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.
13.4. 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.
13.5. Any notice given or made to the Company under the terms of this Agreement shall be sent via email to info@7bet.partners and marked for the attention of the Affiliate Account 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 in the Affiliates’ account within the Technical Platform or by any means of communication used between the Company and the Affiliate (including, but not limited to Skype, Telegram, WhatsApp, etc.). Any notice shall be deemed to have been received within 24 hours of delivery. If the receipt occurs before 9.00 a.m. (Lithuanian time zone) 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. (Lithuanian time zone) 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. (Lithuanian time zone) on the following Working Day.
13.6. Where an Affiliate requests to opt-out of Marketing communications from the Company, there may be a delay of up to 48 hours for this request to be processed due to data transfer times.
13.7. 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 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 endeavours to prevent the publication or disclosure of any Confidential Information concerning such matters.
13.8. Nothing in this Agreement is intended to or shall operate to create franchise, agency, employment relations, or a partnership between the Parties, or to authorise 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).
13.9. Neither Party shall make any announcement relating to the terms of this Agreement or its subject matter without the other Party’s prior written approval, except as required by law or by any legal or regulatory authority.
13.10. 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 the Republic of Lithuania. Each Party irrevocably agrees to submit to the exclusive jurisdiction of the courts of the Republic of Lithuania (in Vilnius) over any claim or matter arising under or in connection with this Agreement or the legal relationships established by this Agreement.
14.1. For the purpose of this Agreement, it is understood that the Company and the Affiliate are independent Data Controllers.
14.2. The Affiliate shall at all times comply with its obligations under the EU Regulation 2016/679, laws implementing or supplementing it, the Privacy and Electronic Communication Regulations 2003, any amendment, consolidation or re-enactment thereof, and any other applicable laws and regulations pertaining to personal data protection (“Data Protection Requirements”) and indemnify the Company for any breach of the Data Protection Requirements which renders the Company liable for any costs, fines, claims or expenses howsoever arising.
14.3. Failure to comply with the Data Protection Requirements will be cause for the termination of this Agreement with immediate effect.
APPENDIX A – GENERAL ADVERTISING REQUIREMENTS
The Affiliates shall carry out any advertising by strictly following the regulations and rules issued by the relevant authorities. For the avoidance of doubt, it is up to each Affiliate to ensure that it is compliant with all advertising requirements and legislation around the promotion of online gaming in the relevant jurisdiction. Any transgressions will lead to the suspension and possible termination of the Affiliate account with the Program.
Appendices A and B outline how the Company’s Affiliates can promote its Brands effectively and lawfully. Any enquiries regarding the Affiliate’s obligations under the Agreement, or under the relevant legal and/or regulatory requirements in the jurisdiction where the Affiliate is located should be referred to the Affiliate Account Manager or emailed to: info@7bet.partners.
Affiliates can only use Content provided by the Company. The Affiliate must not alter the appearance and design of the Content in any way. Using Content to promote Brands that has not been provided by the Company shall be considered as material breach of the Agreement and will lead to the immediate suspension and/or immediate termination of the Affiliate account.
When promoting Customer Offers, particularly welcome offers, enhanced price offers and free spins, Affiliates must be as clear as possible and must not mislead existing or future customers in any way. Affiliates must always make it clear that a promotion is a promotion. Affiliates must refrain from using phrases such as ‘Get free money’, ‘Risk-free’ or similar which may mislead the customer.
Affiliates acknowledge that the terms in the Content or any other promotion must not mislead the customer by omission, exaggeration or by any other means. The Content or any other promotion by the Affiliates must include the following mandatory terms:
Example*: New players only / Existing players only / Selected players only
The age restriction warning sign (+18) must always be displayed on all adverts, banners and campaigns.
Example*: No deposit required / Min deposit £xx etc
Example*: Bonus is 100% match on 1st deposit up to £xx etc
Example*: 35x Wagering requirement / 3-day expiry etc
Example*: Min bet £xx / Max bet £xx when playing with a bonus etc
Example*: Free spins on selected games only etc
If space is limited, significant terms of the promotion (points 1 to 8 above) must always be displayed in the offer and the term “T&Cs apply” must be displayed in the offer as a link to additional terms and T&Cs of the promotion one click away. The link should refer to either the Affiliate’s website where the T&Cs are displayed or the Company’s Brand site where the full set of T&Cs of the promotional offer must be visible.
*The Examples indicated above serve for reference purposes only; the particular definite terms will each time be determined by the Company.
Any Affiliate website or social media page which publishes betting tips or hosts challenges/competitions encouraging others to do so:
Affiliates must never falsify betting results or manipulate images to suggest that results were more favourable than they were. Any Affiliate that is found to have misrepresented betting results will have its Affiliate account terminated immediately.
Any links posted by Affiliates on Facebook, X and any other relevant social media channels can only link to the Affiliate’s own website in the first instance, which in turn should contain compliant promotional text and then link to the relevant Brand.
Affiliates must not post any Affiliate links directly on their social media page(s). Any Affiliates found to have done so will have its Affiliates account suspended and/or terminated.
The aforementioned guidelines on Content and Customer Offers are also applicable to social media posts.
In addition, Facebook, X and other social media have their own guidelines and policies regarding the advertising of gambling products and the Affiliates must comply with such guidelines and policies. For example, if promoting gambling through X, Facebook or any other social media handle, a 25+ statement must be included in the Affiliate’s page bio and any relevant agreements/addendums between the Affiliate and the social media companies must be concluded and signed.
Any paid social advertising conducted by an Affiliate should promote the Affiliate’s own website(s) and not the Brand site(s). It should not be possible for a customer to confuse an Affiliate’s advertising for that directly carried out by any of the Brands. If in any doubt, Affiliates should contact the Affiliate Account Manager before publishing any campaigns.
In addition, depending on the jurisdiction being targeted, the Affiliate may be required to sign an addendum to promote the Company’s Brands in this way.
The Company does not wish for its Brands to feature in any advertorials.
Unless separately in advance approved by Company’s Head of Affiliates, any Affiliate found to be running this sort of activity will have its Affiliate account terminated.
Affiliates are not permitted to engage in any media buying promoting the Company’s Brands through advertising exchanges, programmatic networks, etc without prior written consent from their Affiliate Account Manager. We will require 100% visibility on this activity so that we can ensure our Brands are being promoted in a compliant manner, in line with specific Country regulations and restrictions.
Affiliates must not use framing techniques such as pop-up or pop-under windows to promote the Brands.
Any Affiliate found to be running this sort of activity will have its Affiliate account suspended and/or terminated.
Affiliates wishing to run Pay-Per-Click (PPC) campaigns:
Any Affiliate found to be in violation of the above may have its Affiliate account suspended and/or terminated.
Affiliates must not register or purchase any domain names which are identical or similar to, or misspellings of, the Brand names or trademarks.
Any Affiliate who uses domain names in breach of this rule to send traffic to our Brands will have its Affiliate account terminated, and further legal action may be taken against the Affiliate.
Any Affiliate wishing to release mobile apps into the Apple, Google Play or other App stores must ensure that the App name does not include any Brand names or trademarks, or misspellings of Brand names. Any Affiliate found to have done so will be asked to remove the App immediately and may have its Affiliate account suspended and/or terminated.
Affiliates:
Any Affiliate found to be in violation of the above may have its Affiliate account suspended and/or terminated.
APPENDIX B – ADVERTISING REQUIREMENTS AND PROCEDURES FOR AFFILIATE COMPLIANCE IN THE UK
There are various statutory and self-regulatory requirements that the Company and Affiliates must comply with when promoting and advertising gambling services in the UK. In particular, Affiliates must comply with the following requirements:
Links to the UK Codes are included at section 4 of Appendix B.
Affiliates are held jointly responsible with the Company by the UK advertising authority (Advertising Standards Authority) in respect of any advertising or Content that Affiliates publish on behalf of the Company in the UK or intended for the UK.
Affiliates must pay special attention to the provisions of the UK Codes that prohibit marketing that is likely to appeal to those aged below 18 and should not use any medium for gambling advertising where the marketing would be directed at those aged below 18. Affiliates must read the CAP Advice Online articles entitled Children & age-restricted ads online and Gambling advertising: protecting children and young people. A link to these articles is included at section 4 of Appendix B.
Affiliates must be aware of Section 2 of the CAP Code (a link is included at section 4 of Appendix B) that sets out the basic requirements for any marketing communication to UK consumers.
All Content displayed on Affiliate’s Marketing Channel(s) should be clearly and prominently marked ‘#ad’. Affiliates are required to display safer gambling related content on their Marketing Channel(s) on a regular basis.
All promotions on Affiliate’s Marketing Channel(s) are required to display significant terms and conditions in the body of the promotion and link to a compliant landing page. The following terms and conditions, where applicable, are considered to be significant:
This requirement on the display of significant terms applies across any and all communication channels through which bonuses are promoted.
The term ‘Risk Free’, ‘No Risk’, ‘Urgent’, Now’, ‘Hurry’, ‘Can’t lose’, ‘Get Rich’, ‘Win Big’ or variations of must not be used under any circumstances in relation to the Company’s offers.
The term ‘Money Back’ or variations of must not be used under any circumstances in relation to the Company’s offers. Bonuses are credited as either Bonus Money or Free Bets.
For more information on UK Gambling Commission advertising and marketing rules and ASA/CAP UK advertising guidelines, Affiliates are referred to the following links:
https://www.gamblingcommission.gov.uk/licensees-and-businesses/guide/advertising-marketing-rules-and-regulations
https://www.asa.org.uk/advice-online/affiliate-marketing.html
https://www.asa.org.uk/type/non_broadcast/code_section/16.html
Children and age-restricted ads online:
https://www.asa.org.uk/uploads/assets/uploaded/734c1499-850d-4d2f-88a441ffd1903b50.pdf
These links are provided solely for informative purposes and should not be seen to be exhaustive. For the avoidance of doubt, it is up to the Affiliate to ensure that they are compliant with all advertising guidelines and legislation around the promotion of online gaming in the relevant jurisdiction. Any transgressions will lead to the suspension and possible termination of Affiliate account with the Program.
A breach of any of the obligations contained in this Appendix B is considered a material breach.