BETZEST AFFILIATES AGREEMENT
Effective as of: /03/2018
This Agreement is between Zest Media, registration no: 196982, with its registered address at Seychelles
and the individual or entity stated in the Affiliate Sign up Form. These Terms and Conditions are valid from March 2018. The text modifies, replaces and supersedes all prior versions of this Agreement.
•The Affiliate is hosting a website;
•The company provides an online net Sportsbook, Casino, Live Casino as well as related products and services through an website located at www.betzest.com ( operated by Betomall LTD Malta, registration number C48099 registered at Business Box, 115A, Floor 5, Valley Road, Birkirkara, BKR 9024, MALTA and licensed by the Malta Gaming Authority (MGA) ); and uses Affiliates to promote and market the website through its affiliate program (www.betzestaffiliates.com), which is defined from time to time by the company (the Affiliate Program).
2.1 By filling in the application form and ticking the check box you are requesting membership to our affiliate programand are agreeing to the terms and conditions of this Agreement. The application form will form an integral part of this AgreemenT.
2.2We will in our sole discretion determine whether or not your application has been successful. Our decision is final and is not open to appeal.
2.3 We will notify you by email if your application has been successful with instructions as to what you must do to include the Links on your Site.
3.1 “Site” means Betzest Affiliates Ltd’swebsite located at BetzestAffiliates.com and its related pages.
3.2 “Affiliate” means you; the individual or entity stated in the Affiliate Sign up Form.
3.3 “Player(s)” means a person that enters the Site via your Tracker(s).
3.4 “Tracker(s)” means the unique tracking URL that we provide exclusively to you, during the term of this Agreement, through which we track your efforts and calculate your Commission.
3.5 “Banners and Text Links” means the graphical artwork or text that will be directed to our Site’s home page at one of our listed partners sites, through your Tracker, to permit a Player to hyper link from your website to our Site.
3.6 “Deposit(s)” means funds transferred by Players to the Site account.
3.7 “Bonuses” means any so-called “free money”, “free bets”, “free-games”, “money-back”, “top-ups” and/or similar; and/or vouchers, rebates, discounts and/or similar that the Players can utilize as payment for stakes (bets) like Deposit Bonuses, Shop purchases, Gold Card/Chip promotional winnings, cash prizes awarded from the Gold Stacks rewards program or similar.
3.8“Adjustments” might include the following depending on the product; product royalty fees, duties, taxes, licensing fees, fraud, charge-back, payment fees and similar.3.9″Net Revenue” is defined as:•Sportsbook: Gross Revenue (Player Bets -Player Wins) -Bonuses –Adjustments•Casinos: Gross Revenue (Player Losses –Player Wins) –Bonuses –Adjustments.
3.10 “Revenue Share Commission” is defined as:Revenue Share Commission: Net Revenues from Products * Your Commission Percentage.
3.11 “CPA” means Commission based on the amount of New Depositing Players that meets predefined conditions.
3.12 “Hybrid” means a Commission model that is a mixture of CPA and Revenue Share Commission.
3.13 “Spam” means emails and messages that are sent by you, directly or indirectly, which: 1), contain false or misleading statements; 2), do not truthfully identify the source or the originating IP Address; or 3), do not contain an online and real time unsubscribe option.
3.14″Fraud Traffic” means Deposits or traffic generated at the Site through illegal means or in bad faith to defraud the system, regardless of whether or not it actually causes us harm. Fraud Traffic includes but is not limited to Spam, false advertising and unauthorized use of any third party copyrights or trademarks.
3.15″Sub-Affiliates” means all traffic generated via your dedicated links and generated by a 3rd party you contacted and linked to the site.
3.16″Brand” means the name, concept or identity under which the Services or Business is generally, and from time to time, recognized in the public domain worldwide. The Brand is and remains the sole property of Betzest Affiliates.
4. Now therefore, the parties hereby agree as follows
4.1 The Company offers sportsbook and casino games through its Website.
4.2 The Affiliate maintains and operates one or more websites on the Internet (hereinafter collectively referred to as Affiliate Sites).
4.3 The purpose of this Agreement is to govern the terms and conditions relating to the promotion of the Company’s Website by the Affiliate, whereby the Affiliate will be paid a commission depending on the traffic generated to the Website, subject to the terms and conditions of this Agreement and to the applicable commission structure.
5. Rights and Limitations of the Company
5.1 The Company shall retain the right to cancel, alter and/or close its Affiliate Program at any time and in any manner Company deems appropriate. Any such changes will be posted on the site of the Affiliate Program, as well as sent via email to the Affiliate.
5.2 Company’s liability under this Agreement is limited, to the maximum extent permitted by applicable law, to direct damages up to the amount the Affiliate has received as remuneration from Company within the last six (6) months.
5.3 Company makes no express or implied warranties or representations with respect to the Affiliation Program or marketing fee payment arrangements (including, without limitation, their
functionality, warranties of fitness, merchantability, legality, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of our site will be uninterrupted or error-free and our company will not be liable for the consequences of any interruptions or errors.
5.4 Further, Company shall not be liable for any indirect losses or damages or loss of income incurred by the Affiliate, damages due to business interruption, or loss of information, even if such losses should arise from the inability of Company to operate its Affiliate Program as stipulated in this Agreement, whether the Company is at fault or whether a third party is at fault.
5.5 Company may unilaterally modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOU’RE CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE (WHICH WE WILL NOTIFY YOU OF) WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
6. Rights and Obligations of the Affiliate
6.1 The Affiliate shall perform the services actively, by effectively advertise, market and promote the Website as widely as possible in order to maximize the benefit to the Parties.
6.2 The Affiliate will abide with the guidelines of the Company as may be forwarded from time to time and/or made accessible online.
6.3 The Affiliate agrees to only use links provided within the scope of the Affiliate Program in order for commission to be paid. For any promotion, advertising or marketing material not provided by the Company, the Affiliate shall obtain prior written approval from the Company. The Affiliate understands and acknowledges that it shall market and refer potential players to the Website at its own cost and expense.
6.4 The Affiliate operates the Affiliate Sites under its own name and is responsible for the development, operation, and maintenance of them as well as for all material appearing on the Affiliate sites.
6.5 All of the content of the Affiliate Sites and the Affiliate’s marketing activities must be professional, proper and lawful under applicable laws, and in accordance with the terms of this Agreement.
6.6 The Affiliate may 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 and which are identical or similar to any of Company’s trademarks or otherwise include the word Betzest or variations thereof, or include metatags on the Affiliate Sites which are identical or similar to any of Company’s trademarks.
6.7 The Affiliate may not use any framing techniques or technology on the Website, or encourage any third party to do so.
6.8 The Affiliate may not be under 18 years of age; and he/she is obliged to provide Company upon request a copy of his/her ID.
6.9 The Affiliate shall not perform any act which is libelous, discriminatory, obscene or otherwise unsuitable or which contains sexually explicit, pornographic, obscene or graphically violent materials. Further, the Affiliate Sites shall not use Company’s trademark in any way that may harm Company, its trademark, its goodwill and its branding. It is essential that the Affiliate Sites reflect positively upon theWebsite.
6.10 Further, the Affiliate agrees that it will not generate traffic to the Website by illegal or fraudulent activity, particularly but not limited to sending spam or registering as a player or make deposits directly or indirectly to any player account through his Tracker(s) for its own personal use and/or the use of its relatives, friends, employees or other third parties, or in any other way attempt to artificially increase the commission payable or to otherwise defraud the Company. Violation of thisprovision shall be deemed to be fraud.
6.11 The Affiliate agrees that it will not present the Website in such a way that it might give rise to confusion with the Website and/or the Company.
6.12 The Affiliate shall not target any person who is under the legal age for gambling, nor target any jurisdiction where gambling and the promotion thereof are illegal.The Affiliate may not use the Website or other terms, trademarks and other intellectual property rights that are vested in the Company unless it has been provided to the Affiliate for that purpose by the Company or the Company explicitly consents to such use in writing.
6.13 Affiliate defend, indemnify, and hold Company, their directors, officers, employees, and representatives harmless from and against any and all liabilities, losses, damages, and costs, including reasonable attorney’s fees, resulting from, arising out of, or in any way connected with:
(a) Any breach by you of any warranty, representation, or agreement contained in this Agreement.
(b) The performance of your duties and obligations under this Agreement.
(c) Your negligence or any injury caused directly or indirectly by your negligent or intentional acts or omissions, or the unauthorized use of our banners and link or this Affiliation Program
A charge-back is defined as a non-collectable Credit Card transaction from the Credit Card companies as a result of customer nonpayment or fraudulent credit card use. Any profits derived from fraudulent play will not be credited to your Affiliate account. Charge back fees will be paid to Credit Card companies and will be administered by Betzest Affiliates.
8. Affiliate Commission
We will pay your Commissions on a monthly basis by the 15th of each month. You might be able to select from several payment options to withdraw your funds. All payments due will be paid in Euros or transferred to your chosen currency. Gaming affiliateaccount allows tracking the performance of each of your sites separately. We are also able to offer you different commission plans per website aimed to help you maximize earnings depending on the nature and content of your site. One aggregate payment willbe issued monthly based on all your marketing effortsin promoting ourbrand Betzest.com. If a Commission does not exceed the agreed minimum monthly amount, BetzestAffiliates.com shall be entitled to withhold and carry forward such sum until the end of the first calendar month in which the Revenue Share (including such carried forward sum) exceeds the minimum amount. In the calculation of Net Revenue in a negative balance for the Affiliate, the said balance will be set to zero at the beginning of each month. No negative carry over will be taken into account from one month to another in the calculation of the Commission due to the Affiliate.The minimum payout level is 100 Euro via Skrill and Neteller and 250 Euro via bank wire, if the level is lower the commission will be transferred to the next coming month. If an error is made in calculating the commission, the Company reserves the right to correct such calculation at any time and will immediately pay out underpayment or reclaim overpayment made to the Affiliate.
8.1 HIGH-ROLLER POLICY
The Affiliate’s monthly payable balance of Commission is automatically reset to€0.00 at the beginning of each calendar month, to ensure that no negative balances are carried forward.
If in any given month a Customer generates a negative Net Revenue of at least €5,000 he/she will be deemed to be, for the purposes of this section, a ‘High-Roller’.
The negative Net Revenue generated by the High-Roller will be carried forward and offset against future Net Revenue generated by that High-Roller;
The negative balance carried forwardcannot be set-off against other Customer’s Net Revenue;
The negative balance of a High-Roller will be reduced by future positive Net Revenue that they generate in subsequent months;
A negative balance will not be increased by future negative Net Revenue unless the High-Roller meets the qualifying criteria in subsequent months.
The affiliate will be able to view all adjustments in order to track the High-Roller Player’s net breakeven point. Adjustments will be made at the end of each calendar month based onthe cumulative revenue for the month running to protect the Affiliate’s income from revenue generated from other Players in the same month.
8.2 New customersare those customers of the Company who do not yet have a betting account with Betzest Affiliates and who access the website via the link from the Affiliate to Betzest Affiliates and who properly registers and makes real money transfers to their betting account (a new account should be opened within thirty (30) days of accessing our Websitesthrough the links).
8.3 If the Affiliate disagrees with the balance due as reported, it shall within a period of thirty (30) days send an email to the Company at [email protected]
indicate the reasons of such dispute. Failure to report within the prescribed time limit shall be deemed an acknowledgment of the balance due for the period indicated.
8.4 The Affiliate agrees to return all commissions received based on fraudulent or falsified transactions, or when the traffic generated isillegal or contravenes any provision of these terms and conditions, plus all costs for legal causes or actions that may be brought against the Affiliate.
8.5 The Affiliate is responsible for the payment of any and all taxes, fees, charges and any other moneypayable or due both locally and abroad to any tax authority as a result of the revenue generated under this Agreement.
8.6 The Affiliate, acting in a private capacity, further undertakes to self-pay social security contributions on the remuneration received under this Agreement.
8.7 Company has the right to withhold any and/or all payments to the Affiliate if the Affiliate is in breach of any of the provisions of this Agreement.
8.8 If for whatever reason the payments made to the affiliate have a higher incremented value, Betzest Affiliates would have the authority to revoke or deduct that money from the month’s to come.
8.9 No commission shall be payable in respect of fraud traffic or as a result of other unethical or illegal activities and BetzestAffiliates shall be entitled to reclaim commission arising from fraud traffic or to deduct and set-off such commission against future commission payments. Furthermore, no commission will be payable for revenue generated from player accounts that BetzestAffiliates deem to be fraudulently “linked” to the Affiliate account in any way. If BetzestAffiliates deem the linked account activity to be fraudulent, we reserve the right to withhold funds from both Affiliate and player accounts.
9. Confidentiality and Entire Agreement
All information, including but not limited to business and financial, lists of customers and buyers, as well as price and sales information and any information relating to products, records,
operations, business plans, processes, product information, business know-how or logic, trade secrets, market opportunities and personal data of the Company shall be treated confidentially (Confidential Information). Such information must not be used for the Affiliate’s own commercial or other purposes, or divulged to any person or third party. The Affiliate obliges himself not to use the confidential information for any purpose other than the performance of its obligations under this Agreement. This provision shall survive the termination of this Agreement. This Agreement constitutes the entire Agreement and understanding of the parties and supersedes any previous agreement orunderstandings between the parties relating to the subject matter of this Agreement.
10. Force Majeure
Neither party shall be liable to the other for any delay or failure to perform its obligations under this Agreement if such delay or failure arises from a cause beyond the reasonable control of and is not the fault of such party, including but not limited to labor disputes, strikes, industrial disturbances, acts of God, acts of terrorism, floods, lightning, utility or communications failures, earthquakes or other casualty. If a force majeure event occurs, the non-performing party is excused from whatever performance is prevented by the force majeure event to the extent prevented. If the force majeure event subsists for a period exceeding thirty (30) days, then either party may terminate the Agreement without notice.
11. Re-activation credit
If a second Affiliate re-refers and activates a player that has not been active for a period of 12 months, than this second Affiliate deserves the credit for reactivation and the player will be assigned to the second Affiliate player pool. This reassignment is not based on an automatic time interval but is limited only to those re-referral actions that can be identified (e.g. via specific voucher code and only after the set period of inactivity).
12. Terms and Termination
The terms of this Agreement will begin when you create a unique link to our site and will be continuous unless and until either party notifies the other in writing that it wishes to terminate the Agreement, in which case this Agreement may be terminated by 30 days notice. Termination is at will, for anyperson, by either party. For purposes of notification of termination, delivery via e-mail is considered a written and immediate form of notification.
12.1 Upon termination:
a) The Affiliate must remove all of our banners/icons from your site and disable the link from your site to ours.
b) All rights and licenses given to you in this Agreement shall immediately terminate.
c) Betzest Affiliates will not pay the Commission otherwise owing to you on termination.
d)We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
e)If we continue to permit play from customers after termination, this will not constitute a continuation or renewal of this Agreement or a waiver of termination. Referred Players and all Players’ Data shall remain the property of Betzest Affiliates at all times.
13 Severability / Waiver/ Evaluation
13.1 Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law but, if any provision of this 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 this Agreement or any provisionhereof. No waiver will be implied from conduct or failure to enforce any rights and must be in writing to be effective. IN WITNESS WHEREOF, you expressly agree to the terms and conditions of this Agreement by downloading our banner and creating a link from your site to ours.
13.2 YOU ACKNOWLEDGE THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR OPERATE OR CONTRACT WITH WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THIS AFFILIATION PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.
14. ENTIRE AGREEMENT
This Agreement contain the entire understanding of the Parties hereto withrespect to the subject matter contained herein and supersede and cancel all prior agreements, negotiations, correspondence, undertakings and communications of the Parties, oral or written, respecting such subject matter.