31/07/2023 7:36:00 PM

Last Updated: 31.07.2023, with:
5.25 Kaizen Gaming reserves the right, at its sole discretion, to apply a platform administrator fee that could range from 1% to 10% on the Gross Gaming Revenue.Kaizen (GGR).

If you have any questions about our Affiliate program, feel free to contact us at [email protected]

Terms & Conditions

1.Introduction
1.1 These Terms and Conditions constitute a binding Agreement (hereinafter the “Agreement”) between Kaizen Gaming CZ Limited and/or any affiliated company of the Betano Group of Companies (hereinafter to be referred to either as “Kaizen” or “Betano”, and/or “we”, “us”, or “our”) and you – in relation to your application for the establishment of an affiliate account (and affiliate membership if your application has been accepted) in order to advertise for the “Betano Site(s)/Pages” (or certain of our sites, depending on the products you are promoting to) by creating Internet hyperlinks and other advertising links such as banners or text links (the “links”) of yours / Your website / s (your “page”) or your promotional e-mails (which have been approved by us) to the Betano Pages.

1.2 By applying for our Affiliate program, you agree to the Terms and Conditions of this Agreement (depending on our acceptance of your application) and declare to us that you have read, fully understand and will act in accordance with this contract. If you do not agree with this Agreement or are not authorized to do so, you may not participate in the program and should discontinue the application process.

1.3 In order to apply to participate in our Affiliate program, you must be the owner of the website signing up for the Affiliate program.

1.4 The “Betano Pages/Sites” currently consist of https://www.betano.cz/ and any application versions of these pages, as well as any other pages we may add from time to time.

1.5 Kaizen shall be entitled to assign any of its rights or obligations hereunder (including, without limitation, its payment obligations under paragraph 5) to any affiliated entity within the Betano Group of Companies. The Betano Group of Companies includes all companies that directly or indirectly, in whole or in part, belong and/or are under the control of the ultimate holding company of the Betano Group, as defined in Section 2 of the Companies Act 1996.

1.6 This Agreement supersedes all previous Terms and Conditions of our Affiliate program.

1.7 We reserve the right to change any part of this Agreement at any time. If possible, we will send you notice of any material changes to the email address you provided to us before these changes take effect; however, you are ultimately responsible for regularly reviewing these Terms and Conditions and we reserve the right to change this Agreement at any time. Your continued participation in our Affiliate program after we announce the changes will constitute a binding acceptance of those changes. The most recent change to this Agreement will be on the date specified above this Agreement, so you should periodically check this page for updates.

2. Adoption

2.1 By completing the application form and checking the box, you are applying for membership in our Affiliate program and agreeing to the Terms and Conditions of this Agreement. This application form forms an integral part of this Agreement.

2.2 We decide at our discretion whether your application is successful or not. Our decision is final and not contestable.

2.3 We will notify you by e-mail if your application has been successful and give you instructions on what you need to do to integrate the links on your page.

3. Advertising for Betano Pages

3.1 Throughout the Term and Conditions of this Agreement you must:

(a) integrate and display the most up-to-date links provided to you by Betano in a clearly visible manner on your site, without altering the form, arrangement or function of the links without the prior written consent of Betano;

(b) provide Betano with all data and information, free of charge, to enable us to access and when necessary, monitor your site so as, inter alia, to ensure that you comply with this Agreement;

(c) properly maintain, and contact us if you materially alter the design, or layout, or add material that you reasonably believe may interfere with our policies;

(d) not to place any links to the main page or to the sub-pages of your main page that are directed to vulnerable persons and persons under the age of 18, or that, directly or indirectly, target gambling-related services to such persons;

(e) ensure that all marketing activities comply at all times with paragraph 3.1 (f) and 5.21 and that they are within the specifications of the Betano Trademark Guidelines;

(f) restrict all online marketing activities to the following approved methods: online advertising including industry expertise, niche sites, personal websites, comparison sites, video blogs and web blogs, PPC campaigns, loyalty and reward pages, RSS feeds, opt-in email, mail marketing campaigns (if you have obtained the required approval to send such marketing news) and social media marketing. To use methods other than those listed above, you must obtain our prior approval. This Agreement contains the sole and exclusive means by which you may advertise, promote and market our Sites;

(g) make clear in any communications to potential customers that the communication is made without Betano’s knowledge or participation and that any complaints that the customer may wish to make are directed to you and not to Betano; and

(h) comply with all reasonable instructions from Betano in connection with this Agreement.

3.2 Throughout the term of this Agreement, you are not permitted:

(a) to place the links on websites other than yours, as specified in your application form, without prior written consent from Betano;

(b) to offer individuals special benefits or other incentives (such as payment) for using the links on your site to access the Betano Sites;

(c) to read, intercept, copy, record, redirect, interpret or otherwise manipulate any electronic forms or other materials that are submitted to us by third parties or to fill in their contents;

(d) to modify the links, except as otherwise provided in this Agreement;

(e) to participate, on behalf of any third party, in transactions of any kind on the Betano Sites;

(f) to authorize, assist, or encourage any other person to conduct any type of transaction on the Betano Sites that does not comply with this Agreement;

(g) to take any action that misleads third parties (end-users or others) to our relationship with you or to the site on which functions or transactions are performed;

(h) to publish or make available, in addition to the provision of links on your site pursuant to this Agreement, any advertisements or advertising content for the Betano Sites;

(i) to artificially increase (or attempt to increase) the fees payable to you by Betano;

(j) to try to intercept, redirect or otherwise manipulate traffic from or to a Web site participating in our Affiliate program (including, without limitation, software installed by the user);

(k) to use the services of non-affiliate partners (“sub-affiliates”) to disseminate offers and require commission for such activities, or to build a network of sub-affiliates with Betano offerings and media holdings without prior written consent from Betano; or

(l) to use keywords, adwords, keywords, or other identifiers for use on search engines, portals, sponsored advertising services, or other search or referral services that are identical or similar to the intellectual property of Betano (or a member of the Betano Group); to make offers or otherwise acquire, including, without limitation, copyrights, trademarks (whether registered or unregistered), other distinctive marks, brand names, domain names, graphics and designs used by Betano in connection with the Betano Sites. However, this does not apply to the use of keywords in meta tags on your site that are identical or similar to Betano’s trademarks or brand names, including the term “Betano”.

(m) to promote any non-regulated operator in the regulated market.

3.3 If we decide at our discretion that you have violated any of the provisions of paragraphs 3.1 or 3.2, we may (without prejudice to any other rights or remedies we may have) withhold any payments that would otherwise be due to you under this Agreement and/or terminate this Agreement.

3.4 Neither you nor your immediate family members or affiliated parties (whether a director, contractor, partner, agent, employee or otherwise) may become a customer (as defined in paragraph 5.1) and you are not entitled to any share of Net Revenue or other remuneration of Betano for such persons. The immediate family members in this context include spouses, partners, parents, children or siblings.

3.5 Only one Affiliate account per affiliate is allowed. Betano reserves the right to close any duplicate accounts and cancel any amounts payable under such accounts.

3.6 Betano has the right to examine your books, records, systems and other materials and information relating to this Agreement and the services hereunder to determine if you comply with the Terms and Conditions hereof. To this end, you shall grant Betano and its professional advisers, after reasonable notice during normal business hours, access to your premises, systems and information. Betano and its professional advisors are entitled to make copies of
records they reasonably need, and you shall provide the necessary collaboration free of charge.

3.7 You may not use the Site for marketing or advertising in restricted areas, or for persons from restricted areas, or in traffic from restricted areas, or for circumventing any restrictions imposed by Betano and/or any sites related to restricted areas become, allow, support or encourage. “Restricted Territories” include the territories listed in the list available on the Betano Site; this can be changed by Betano from time to time. IT IS THE PARTNER TO CONSULT THIS LIST AND REGULARLY CHECK IT FOR CHANGES. If, at our sole discretion, we decide that you have breached this paragraph 3.7, we may (without prejudice to any other rights or remedies, we may have) withhold any payments that would otherwise be due to you under this Agreement and/or terminate this Agreement.

4. Duties of Betano

4.1 Betano provides the links in various formats (e.g.: flash, animated gifs and others). The links may, at our discretion, contain a specific Ad ID (an “Ad ID”) (containing reference to your Aff ID) that may be changed by us from time to time. An Ad ID can be created during a given campaign (for example, during a specific parent Betano campaign); In this case, a link will be established via the link.

4.2 Subject to your compliance with the Terms and Conditions of this Agreement, Betano will use reasonable endeavors to ensure that whenever a customer passes through the links to the Betano Sites, registers with the Betano Site and/or subsequently places a bet with Betano, the relevant customer is identified as coming from your side. Betano is not liable to you in any way if Betano is unable to identify a customer as being from your side. In particular, please note that we will not be liable to you for the actions of end-users or customers if you do not meet the requirement to obtain consent prior to tracking, or if a customer refuses such consent.

4.3 If you provide Betano with personally identifiable information, Betano will fully comply with all of its obligations established under the General Data Protection Regulation (GDPR) and the Personal Data Protection Act , as amended and in force from time to time, as well as the EU Data Protection Policy for Electronic Communications (Directive 2002/58 / EC as amended by Directive 2006/24 / EC and Directive 2009/136 / EC and its subsequent amendments).

5. Payments, money laundering and your identity

5.1 In this paragraph 5, the following words have the following meaning:

“Net Revenue” means all gross amounts that Betano receives during the term of the Agreement from Customers acquired during the same term through Your site, less the following:

(a) amounts paid out as winnings to customers;

(b) amounts paid in the form of taxes, duties or levies or other statutory deductions or payments to the approval authorities;

(c) fees charged by electronic payment services or credit card organizations;

(d) bad debts;

(e) amounts of fraudulent activity;

(f) refunded missions;

(g) Provisions for transactions returned at the direction of the cardholder’s bank (so-called chargebacks);

(h) the cost of bonuses, ‘free bets’ or ‘free spins’ provided to customers as an advertising or marketing campaign;

(i) refunds to customers; and

(j) any royalties to third parties or jackpot contributions that Betano must pay to customers or to our providers.

“Third Party Royalties” means any royalties or royalties that Betano has to pay to third parties to legally use technology or other products used on the Betano Site from time to time; and

1. any end-users who are at that time existing or former customers of Betano or another Betano Group company;
2. the customer that has not deposited within a timeframe of 12 months since registration through your site;
3. the customer that registered through your site but hasn’t deposited over a time of 23 months.

.

The Net Revenue on which the affiliate payouts are based are calculated using the following formula:

Net Gaming Revenue (“NGR”) = Gross Gaming Revenue (“GGR”) – (taxes + bonus payments + chargebacks)

5.2 Betano will pay you (as specified in paragraph 5.6) the currently published percentage (as indicated on the commission page of your Betano Affiliate account) of the Net Revenue generated during the term of the Agreement in relation to the relevant Betano Pages. For the avoidance of doubt, you are not entitled to any royalties on any revenue generated by customers after termination of this Agreement. Betano.cz standard/default revenue share is 25% of NGR per affiliate account.

5.3 Betano may, from time to time, introduce other target-based fees with respect to some or all of the Betano Sites, in addition to or independently of any agreement for commission payment based on the percentage of Net Revenue generated during the term of the Agreement. Such payments may be listed on the commission page of your Betano Affiliate account. Betano reserves the right to make changes to your commission page, such as the amount of commissions you are entitled to, and these changes will take immediate effect upon the change on your commission page.

5.4 In order for an affiliate to be able to maintain the right to receive commission from Betano, the affiliate is obliged to have at least 10 new customers in the last calendar month that have been registered through the Affiliate website. In case this condition is not met, then the affiliate does not reserve the right to receive its monthly payment and his commission is rollovered to the next month (positive carryover). Betano has the right to reduce or terminate the affiliate’s share of Net Revenue and to terminate with affiliates whose performance is below 5 new active registrations (new active registrations are the registrations who have successfully made a deposit and/or engaged in betting activity) in the last 3 months. We will notify you by e-mail if such reduction or termination occurs.

5.5 Betano will provide you with billing information that can be accessed via affiliates.betano.com, listing the number of customers and, if applicable, the revenue generated by these customers that you received during the previous calendar month. At the end of a calendar month, Betano, if applicable, will quote your total Net Revenue share for the previous calendar month. If your share of Net Revenue does not exceed € 100, Betano is entitled to withhold this sum and to carry it forward by the end of the first calendar month in which your share of Net Revenue (including the transferred sum) exceeds € 100; at that time, the payment shall be made in accordance with paragraph 5.10. For the avoidance of doubt, you will only receive a payout in any month if there is a credit balance greater than € 100.

5.6. Negative Commission carryover. Betano’s affiliate program has (by default) a negative commission carryover every month. If there is a negative commission amount at the end of the month, the negative amount for that month is transferred to the next month and the calculation for the new month starts with this negative amount as the starting point for the commission.

Example: Commission September 2021: -1000 €. Commission October 2021: 3000 €. The final paid commission for October 2021 is 2000 €.

5.7 You hereby consent to Betano issuing sales invoices on your behalf for the transactions covered by this Agreement until the Agreement is terminated in accordance with paragraph 12. You may not make sales invoices for the transactions covered by this Agreement.

5.8 You must notify Betano immediately if you:

(a) change your VAT status, for example, if you register for VAT purposes or if your VAT number changes;

(b) you are no longer registered for VAT purposes; or

(c) you sell your business or parts of your business.

5.9 You agree to notify Betano within 14 days of the invoice being issued if the invoice is incorrect.

5.10 You agree that the VAT (if any) shown on the invoice for the transactions under this Agreement that we issue on your behalf is the tax owed by you to the relevant tax authority.

5.11 Unless otherwise agreed in writing, Betano’s corresponding Net Revenue share to be paid to you at the end of each calendar month will be paid within 35 days after the end of the relevant calendar month and upon the issuance and delivery of respective invoice and pursuant to paragraph 5.5. This share of Net Revenue will be paid in Euros, including VAT, if applicable, at the discretion of Betano.

5.12 You must indemnify us against any and all losses, claims, damages, costs, expenses (including, but not limited to, consequential damages and loss of winnings, reasonable legal costs and any applicable VAT) and any liability whatsoever directly or indirectly incurred by us as a result of any breach of this paragraph 5.11 by you or as a result of your differing VAT status from what you have provided to us.

5.13 We make every reasonable effort to make payments due to you in a timely manner. However, we are not liable for any delays or delays that we have no control over. For example, changes to your contact or bank details that you have notified may cause a delay of up to 60 days in making any outstanding payments. If you find that your payments are overdue, please contact us immediately and we will try to resolve the matter as soon as possible.

5.14 We make every reasonable effort to make payments to you based on the payment details you have provided. However, in certain circumstances, for reasons beyond our control, we may not be able to make payments to you (for example, if the bank details provided are incorrect or incomplete). In this case, for a period of up to six (6) months, we will use reasonable efforts to contact you via the contact details you last provided in writing to Betano to obtain alternative payment information. If, after this period of time, we are still unable to complete the payments, we may close or suspend your account without further notice, forfeiting your right to payment.

5.15 If a mistake has been made in calculating your share of Net Revenue, Betano reserves the right to correct this calculation at any time and to recover from you any amounts overpaid by Betano (including, without limitation, the occasional reduction in future payments that would otherwise be payable by us to you).

5.16 It is a principle of Betano to seek to prevent and report to competent authorities, money laundering and other illegal activities that actively support money laundering or the financing of terrorist or criminal activity, if that is within its sphere of influence. Betano reserves the right to try to verify your identity through the information you provide, by obtaining information from official sources, or by any other means the Company reasonably deems necessary.

5.17 You must provide us with any supporting documentation (e.g., any of the following for natural persons: copy of a valid passport, copy of a valid driver’s license, copy of a utility bill, bank statement, or for legal persons: copy of a charter of incorporation; Owner of the company and the identity of the directors of the company) that we request and you are aware that payments may be delayed if the supporting documents are not provided.

5.18 You acknowledge, warrant and commit at any time to:

(a) comply with all laws, rules and regulations that apply to your performance of the obligations under this Agreement;

(b) comply with all your obligations as established under the General Data Protection Regulation (GDPR), and any other obligations you may have under the Personal Data Protection Act , as amended and in force from time to time, and the EU Data Protection Directives on electronic communications (Directive 2002/58 / EC, as amended by Directive 2006/24 / EC and Directive 2009/136 / EC and its subsequent amendments); also comply with all other applicable privacy laws and regulations worldwide. According to the Privacy Policy, information (not just personally identifiable information) may not be retrieved or stored on a person’s personal device/s unless the person: (i) has been clearly and fully informed of why this happens and (ii) has given their consent. You must notify users of your website that tracking technology will be installed on their hard drive when they click the links and you must obtain their consent to this tracking, before retrieving or storing information from a person’s computer, smartphone, mobile phone, tablet or other device. You acknowledge that all data relating to Customers is and will remain the exclusive property of Betano. Any access to customer-related data is solely made in your capacity as a data processor within the meaning of the GDPR.

(c) if applicable, comply with all applicable laws, statutes, and codes against bribery and corruption (” Relevant Requirements “);

(d) comply with any applicable guidelines or guidelines provided by Betano from time to time (” Relevant Policies “);

(e) have and maintain policies and procedures throughout the term of this Agreement to ensure compliance with the Relevant Requirements and Relevant Policies and enforce them as appropriate;

(f) promptly notify Betano of any requests or claims for unjustified financial or other benefits of any kind you may have in connection with the execution of this Agreement; and

(g) confirm in writing and within a reasonable period of time upon Betano’s request your compliance with this clause in writing.

5.19. You must provide the evidence of compliance that Betano may reasonably require.

5.20 A violation of paragraph 5.18 shall be deemed a material breach of this Agreement.

5.21 In accordance with the terms and conditions of the competent Gaming Authority’s licensing and other terms and conditions, Betano is committed to ensuring that third parties fulfill the following conditions, and you therefore: (a) agree to do so on behalf of Betano behave as if you were bound by the same license terms and rules of conduct as Betano, for example by supporting Betano in displaying information or providing links (for example, a link to the competent Gaming Authority’s website) that the competent Gaming Authority may request; (b) comply with all technical standards for online gambling systems that the competent Gaming Authority may determine; and (c) provide Betano with the information that Betano reasonably may require, so Betano will be able to fulfill its information and other obligations to the competent Gaming Authority; (d) Betano may terminate this Agreement with immediate effect if you have infringed Betano’s reasonable opinion against paragraph 5.20 or otherwise acted in a manner contrary to the competent Gaming Authority’s licensing and other requirements.

5.22 You are solely responsible for your own marketing and promotional activities and you must conduct such activities in a responsible manner and in compliance with all applicable laws, regulations and promotional codes. In particular, you must: (a) apply appropriate data protection and security measures; and (b) fulfill your obligations under paragraphs 5.18 (b) and 3.7. You must promptly comply with Betano’s claims with respect to paragraph 5.21. If you do not, Betano reserves the right to terminate this Agreement with immediate effect.

5.23 For all amounts to be paid by Betano under or in connection with this Agreement, we may at our discretion decide which entity within the Betano Group will make the payments and to what proportion.

5.24 Nothing in this Agreement shall create or be construed as a partnership or relationship between a party and agent or employer and contractor between you and us. You are liable to the tax authorities and customs and excise authorities or other relevant authorities for any taxes due on or in relation to any payments we make to you, and you must indemnify Betano from any liability it may incur in this regard.

5.25 Kaizen Gaming reserves the right, at its sole discretion, to apply a platform administrator fee that could range from 1% to 10% on the Gross Gaming Revenue.Kaizen (GGR).

6. Errors

6.1 Betano makes every effort to ensure that no errors occur in the calculation of the amounts to be paid to you. However, human, system errors and/or third-party errors may occasionally result in errors. Betano reserves the right to correct obvious errors and to cancel payments (including the right to reimbursement if payments were made in error) where they occurred.

6.2 In the case of gross errors in payments made (for example, if a payment made differs materially from previous or comparable payments/periods and / or the payment is obviously wrong in all circumstances) the amount paid will be balanced in the appropriate amount. If you are credited with incorrect amounts, you are responsible, and you agree to notify Betano immediately about the error. You agree to fully cooperate with Betano to correct any errors, including the repayment of any overpayments. Betano may offset any payment obligations you may have to us from future payment obligations owed to you under this Agreement.

7. Fraud, responsible gambling, protection of minors and crime prevention

7.1 Betano reserves the right to seek criminal or other sanctions being imposed against you if we suspect that you have been involved in any fraudulent, unfair or criminal activity and we will disclose this information to the appropriate authorities or other relevant third party if this is required in this regard. Fraudulent acts include actions that are conducted in bad faith and/or acts intended to trick Betano or a member of its group of companies.

7.2 Betano intends to make betting a pleasurable and entertaining experience while at the same time taking our responsibility very seriously. Because of this, we strive to:

(a) ensure that gambling is conducted in a demonstrably fair and open manner in order to protect customers;

(b) ensure that children and other vulnerable persons are protected as much as possible;

(c) prevent gambling from leading to crime or order disruption.

(d) ensure that betting serves only for entertainment and not to creating of any kind of profit or regular income

7.3 You agree not to knowingly or negligently violate the provisions of paragraph 7.2 by acting or neglecting to act or to cause conflicts on Betano’s part.

7.4 Betano reserves the right to immediately suspend or terminate any affiliate account which we believe to be involved in fraud, money laundering and/or other forms of illegal or suspicious activity, to withhold any amounts payable to such account and the information that we reasonably consider necessary to report to the relevant authorities.

8. License to use the trademarks

8.1 We hereby grant you a non-exclusive, non-transferable, revocable license, exclusively for the term of this Agreement, to use Betano’s intellectual property, including, without limitation, any logos, trademarks, trade names, designs or similar identifying materials, belonging to or are owned by Betano or a member of its group of companies or are licensed to them (the “Trademarks”), as we do to you through our online media gallery and via electronic newsletters exclusively in connection with the presentation of links on your page or in connection with e-mail promotions with the brands we release in advance.

8.2 You may not sublicense, assign or otherwise transfer this license without the prior written consent of Betano. Your right to use the trademarks and other distinctive marks or words is limited to the license to use the links and arises solely from them.

8.3 This license automatically terminates upon the termination of this Agreement for any reason.

8.4 You are not entitled to invoke or challenge the invalidity or unenforceability of the trademarks by any means whatsoever, nor to take any action that would damage our rights or the rights of our Licensor to the trademarks, or to otherwise impersonate them, weaken the brands or weaken the associated goodwill (which belongs exclusively to Betano).

8.5 You may not register or attempt to register trademarks, brand names, logos, or similar identifying materials that may cause confusion or otherwise confused with our trademarks or other intellectual property rights, or attempt to participate in such registration/s by third parties.

8.6 You agree not to register or attempt to register domain names that are similar to the Betano Pages or Intellectual Property Rights of Betano (or any intellectual property belonging to a member of our group) or to register at any time, or attempt to have same registered by third parties, including (for the avoidance of doubt) any misrepresentation, other variations of domain names or other similar forms. If you violate this paragraph 8.6, we have the right to prohibit you from using such a domain immediately and to transfer this domain to us or third parties selected by us.

8.7 You agree to do any reasonable cooperation with us for trademark protection against third-party infringements or other attacks.

9. Additional guarantees

9.1 Each party to this Agreement represents and warrants to the other that it holds all rights, titles and entitlements in order to enter into this Agreement, grant the other party the rights and licenses granted under this Agreement and fulfill their duties under this Agreement and will retain them for the duration of this Agreement.

9.2 You are solely responsible for the operation and content of your website and you represent, warrant and agree that your website does not contain material that is defamatory, sexually explicit, unlawful, infringing, threatening, obscene, harassing, racially, ethnically or otherwise offensive or discriminatory, violent, politically explosive or otherwise controversial, or violates our rights or third party rights, and you must not link to such material. We are not liable for third party claims in relation to your website or related products or services, and you must fully indemnify us for any losses we or any member of our group of companies may suffer in connection with such claims (direct or indirect).

9.3 You represent and warrant that you have reached the legal age of gambling in accordance with relevant legislation in your country. Partners under the age of 18 are not allowed to participate in the Affiliate program.

9.4 You represent and warrant that you will not, either directly or indirectly: (a) denounce Betano, its group’s members or the Betano Sites by acts or omissions, or harm the interests, reputation or goodwill of such parties and sites; or (b) engage in activities that we reasonably believe are inappropriate or fraudulent.

10. Disclaimer

10.1 The Betano Pages and links are provided “as is”, without any warranties, express or implied, and all warranties, including warranties of merchantability, non-infringement of intellectual property rights, fitness for a particular purpose, and the completeness or accuracy of its content is hereby excluded to the greatest extent permitted by law. Neither Betano nor its licensors warrant that the provision of material and content on or links to or from the Betano Sites and/or the links are uninterrupted, timely, secure or error-free, or that they are free of viruses or bugs.

11. Compensation and liability

11.1 You must indemnify and hold us harmless from any liability for any losses, claims, damages, costs, expenses (including, but not limited to, consequential damages and loss of winnings, reasonable legal costs and legal costs and any applicable VAT) Betano, directly or indirectly, may incur as a result of any breach or failure by you to comply with your obligations or warranties under this Agreement.

11.2 Nothing in this Agreement constitutes a limitation or exclusion of the liability of either party for death or personal injury or for any breach of compensation under this Agreement for which liability is not limited.

11.3 We shall not be liable to you, based on contract, tort or otherwise (including liability for negligence), for any direct or indirect loss of business, revenue or winnings, loss of anticipated savings or wasting, or destruction of data or for any incidental or consequential damages.

11.4 We shall not be liable for any loss or damage you may suffer as a result of force majeure, power failure, trade or industrial action, acts, errors or omissions of any government or authority, interference with or failure of the telecommunications services or networks or any other acts, omissions, delays, or negligence caused by third parties or otherwise beyond our control.

11.5 Betano’s liability in no event exceeds the sum of all monies paid to you by Betano for a period up to a maximum of 12 months prior to the date on which the liability occurred.

11.6 We are not liable for any claims or disputes between you and a user of your website.

12. Termination

12.1 This Agreement will commence (or, in the case of existing Affiliates) on the date on which Betano notifies you (or notifies you, in the case of existing Affiliates) that your application has been and remains successful for inclusion in the Betano Affiliate Program and shall be valid until terminated in accordance with this section 12.

12.2 Either party may terminate this Agreement immediately by written notice if a coercive, bankruptcy or asset manager is appointed for all or part of the other party’s assets, or if the other party from the Register of Companies in the country, in which it was incorporated, or an order or resolution for the liquidation of the other party is issued (unless that order or resolution forms part of a voluntary plan for the restructuring or merger of that party as part of a solvent enterprise and the resulting entity, if it is another entity, is committed to be bound by this Agreement),if a bankruptcy proceeding is opened against you or if you are subject to a similar procedure in any part of the world as described in paragraph 12.2.

12.3 Betano may suspend or terminate this Agreement by notice to you immediately: (a) if you materially breach any provision of this Agreement and fail to remedy that violation (if remediable) within the time limit set by Betano; (b) in accordance with its rights under paragraph 3.3, paragraph 3.7, paragraph 5.20, paragraph 5.21 or paragraph 7.4; or (c) if you breach any of the warranties in this Agreement. Betano reserves the right to withhold any sums due to you in such circumstances (regardless of whether or not the sums are due to the breach).

12.4 Betano may, at its sole discretion, suspend or terminate this Agreement by notice in the event that we assume that you are not qualified as a partner for any reason. Betano is under no obligation to disclose the reasons in connection with such suspension or termination. If Betano discloses the reasons for such suspension or termination, we may withhold and / or cancel payments that would otherwise have been due to you.

12.5 Each party may terminate this Agreement at any time (without cause) by giving seven (7) days written notice to the other party.

12.6 The termination of this Agreement shall not affect the rights of the Parties, which may arise on or after the date of termination.

12.7 Upon termination of this Agreement for any reason, you shall remove from your site all links and other content that is owned or developed, licensed or created by Betano and/or provided to you by Betano in connection with this Agreement and all rights and licenses granted to you in this Agreement will terminate with immediate effect.

12.8 We may deduct any debts and liabilities that Betano may be entitled to from payments due and payable to you.

12.9 For the avoidance of doubt, you have no claim to any revenue share in respect of any revenue generated by Customers after the termination of this Agreement.

13. General

13.1 This Agreement (including your application form) contains the entire Agreement between the parties with respect to their subject matter and supersedes all prior agreements and understandings between the parties with respect to their subject matter.

13.2 You may not assign or sublicense your rights and / or obligations under this Agreement without the prior written consent of Betano.

13.3 Any delay, failure or omission on the part of any party in enforcing any term or provision of this Agreement against the other party shall not constitute a waiver of any right of that party under this Agreement, or shall in any way impede or limit the rights be interpreted that way.

13.4 If any provision of this Agreement is held wholly or partly invalid or unenforceable, the contested provision shall not apply (or portion thereof) as if it was deleted from this agreement and the remaining provisions (including the remainder of the provision in question) shall remain valid and applicable.

13.5 Any communications that are or will be made to Betano under this Agreement will be made by e-mail to [email protected]. Betano will send you all communications under this Agreement to the e-mail address provided in your application form or to any other e-mail address you have provided to Betano in writing.

13.6 During the term of this Agreement, you may be entrusted with Confidential Information relating to the business, operation or underlying technology of Betano and / or the Betano Affiliate Partner Program. You agree to prevent the disclosure of Confidential Information to third parties or external parties or their unauthorized use, unless you have previously obtained the written consent of Betano. You may use this Confidential Information only for purposes of performance under this Agreement. Your confidential information obligations also apply to the termination of this Agreement and you must indemnify us for any loss, arising from the unauthorized and/or unlawful disclosure and/or use of any Confidential Information.

13.7 This Agreement and its interpretation shall be governed by the laws of Malta and each party shall submit to the exclusive jurisdiction of the courts of Malta for the settlement of disputes hereunder.