AFFILIATE PROGRAM TERMS & CONDITIONS
IMPORTANT - PLEASE READ THIS DOCUMENT CAREFULLY BEFORE ACCEPTING THIS AGREEMENT, THEN PRINT AND STORE ALONG WITH ALL CONFIRMATION EMAILS REFLECTING YOUR ACTIVITY.
To participate in the 321CRYPTOCASINO affiliate network, you must accept these terms and conditions without modification. If you do not agree with these terms and conditions (or are not authorized to do so) you should not join the 321CRYPTOCASINO affiliate network. General enquiries should be sent to email@example.com. If you have any questions regarding these terms and conditions, please contact us at the same email address.
DEFINITIONS AND INTERPRETATION
"COMPANY", "we", "our", "us" means Rok N Rolla Systems N.V with Registration Number 149922 and has registered address at Abraham de Veerstraat 9, Curacao (?Company?) which provides marketing services to a number of brands operated by its Group, or, the relevant company in the Group as the case may be. "You", "your", and/or "affiliate" mean the individual or entity that has agreed to promote brands supported by COMPANY in return for bounties and/or commissions on the players that are referred to COMPANY in accordance with this agreement.
?Acceptance Email? means an email sent by the Company to an Affiliate confirming that the applicant has been accepted into the Affiliate Programme;
?Affiliate? means the person (natural or legal) specified as the applicant for our Affiliate Programme on the Registration Form;
?Affiliate Website? means the website or websites owned and operated by the Affiliate and specified on the Registration Form;
"Affiliate account" and "player account" mean the uniquely assigned accounts created for a player or affiliate when they successfully register. Affiliate accounts and player accounts are kept separate and their respective login combinations (username/password) will only work on the sites originally registered upon.
"Affiliate area" means the area of the site that is accessible to you (you may need to access some parts of this area by logging on with the security code you are assigned by us when you sign up as an affiliate in the affiliate network and associated password) and which provides certain 'member only' functionality, including facilities to check relevant statistics, manage campaigns, update your profile, create additional tracking links, manage tracking links and creative selection.
"Affiliate earnings" mean any earnings that the affiliate accrues from activity on the players they have successfully referred to COMPANY as qualified acquisitions. Applicable commissions, bounties, and deficits are used to determine the affiliate earnings.
"Agreement" means these COMPANY affiliate network terms and conditions, applicable policies and such related promotion terms and conditions that may apply from time to time. You acknowledge and agree that COMPANY shall be entitled to amend this agreement (or any part thereof) from time to time, as it deems fit. The amended agreement shall take effect upon publication on the sites and affiliate area. COMPANY may but shall not be obliged to notify you of such changes and as such, please check the sites and affiliate area, regularly for revisions.
"Creatives" refer to any COMPANY approved advertisement materials that can be used to promote COMPANY. These include but are not limited to banners, html mailers, editorial columns, images, logos, photos, drawings, sketches, emails, splash pages, web pages, business cards, flyers, pamphlets, brochures, guides, booklets, inserts, fold-outs, magazines, videos, software, flash movies, podcasts, video podcasts and microsites.
"Fraud traffic" means transactions, deposits, withdrawals, revenues or traffic generated on the services through illegal means or any other action committed in bad faith to defraud us (as determined by us in our sole discretion), regardless of whether or not it actually causes us harm, including transactions involving stolen credit/debit cards, collusion, manipulation of the service or system, bonuses or other promotional abuse, creation of false accounts for the purpose of generating affiliate earnings, and unauthorized use of any third-party accounts, copyrights, trademarks and other third party intellectual property rights (which, for the avoidance of doubt, includes our intellectual property rights).
?Force Majeure Event? means an event, or a series of related events, that is outside the reasonable control of the Party affected (including failures of or problems with the internet or a part of the internet, hacker attacks, virus or other malicious software infections or attacks, power failures, industrial disputes affecting any third Party, changes to the law, disasters, explosions, fires, floods, riots, terrorist attacks and wars);
"Handle" means a derivative of turnover, used by COMPANY, to calculate a player's activity on a particular product; the total money wagered by each player.
"Intellectual property rights" means rights to all existing and future patents, trademarks, design rights, service marks, trade dress, trade or business names (including domain names), registered designs, copyright (including rights in computer software), moral rights, database rights, format rights and topography rights (whether or not any of these is or are registered and including applications for registration) know-how, trade secrets and rights of confidence and all rights and forms of protection throughout the world of a similar nature or with similar effect to any of these for the full unexpired period of any such rights and any extensions and/or renewals thereof.
?Leads? the tracked persons using the 321CryptoCasino.com Website as a result of promotion by the Affiliate;
?Link? means a hyperlink (whether embedded in text or an image or otherwise) from the Affiliate Website to the 321CryptoCasino.com Website in the form, of the design, and in a position on the Affiliate Website specified on the 321CryptoCasino.com Website
"Marketing materials" mean the creatives and any other marketing materials (which may include the marks) that have been provided or otherwise made available to you by us and/or pre-approved by us.
"Net Revenue" means in relation to casino: all monies received by 321CryptoCasino from customers in relation to casino activities less (a) monies paid out to customers as winnings, (b) bonuses and/or loyalty bonuses,(c) fraud costs, (e) charge-backs, (f) returned stakes (g) monies paid out as duties or taxes (h) jackpot contribution and (i) any commissions/fees due to third parties for providing/licensing games and/or games software.
"Promotional code" means an alphanumeric code that is made available to the Affiliate to provide to prospective players.
"Qualified acquisition" means a player that has met certain conditions to be considered a true value player. The criteria for qualification can be configured on a campaign basis and includes, but is not limited to, the following actions:
1.?????????????? First deposit amount (channel specific)
2.?????????????? Total deposit amount (channel specific)
3.?????????????? Total handle (channel specific)
4.?????????????? Minimum amount (product and channel specific)
5.?????????????? Handle amount (product and channel specific)
"Site(s)" mean any websites and any other online site or platform that is owned, operated or controlled by or on behalf of COMPANY from time to time.
"Services" mean the service(s) offered to players on the sites.
"Spam" means any unsolicited email or other electronic communication that you send.
"Term" means the period from the date that you acknowledge and accept the terms of this agreement by indicating such acceptance on the affiliate sign up form, until such time as this agreement expires or is terminated.
"Tier" means an affiliate's classification of how many first-time depositors he has secured.
The clause headings are included for convenience only and shall not affect the interpretation of this agreement.
Any phrase introduced by the terms "including", "include" or any similar expression shall be construed as illustrative and shall not limit the sense of the words prior to those terms.
Any reference to "persons" includes natural persons, firms, partnerships, companies, corporations, associations, organizations, governments, states, governmental or state agencies, foundations and trusts (in each case whether or not having separate legal personality and irrespective of the jurisdiction in or under the law of which it was incorporated or exists).
This agreement is drafted in the English language. If this agreement is translated into another language, the English language text shall in any event prevail.
Any reference to a statute, statutory provision, ordinance, subordinate legislation, code or guideline ("legislation") is a reference to that legislation and all other subordinate legislation made under the relevant legislation as amended and in force from time to time and to any legislation that re-enacts or consolidates (with or without modification) any such legislation.
SIGNING UP AND REGISTRATION
In order to participate in the COMPANY affiliate network and enjoy the accompanying privileges and benefits, you must complete the appropriate affiliate sign up form and be registered with us as an affiliate.
You represent and undertake that all information supplied by you when registering and completing the affiliate sign up form are accurate, true and complete in all respects. You shall also provide us with such other information as we may reasonably request from time to time. You acknowledge and agree that inaccurate, incomplete or inadequate information provided by you may cause the delay or retention of payment of applicable affiliate earnings.
It is also your sole responsibility to ensure that the laws applicable to you do not prohibit you from participating in the COMPANY affiliate network and performing your obligations hereunder.
We may require further evidence of identification to verify your application particulars. If there is any change to your registration details as originally supplied by you, you shall notify us of the relevant change without delay. In order to confirm your particulars, COMPANY reserves the right, inter alia, to confirm your particulars by any means available to us.
COMPANY reserves the right, without liability to you, to reject your application without reference to you or assigning any reason thereto.
Employees of COMPANY or its related corporations, partners, agents, contractors, representatives and suppliers (including their immediate family members, spouses, partners and housemates) are not eligible to participate in the COMPANY affiliate network.
COMPANY AFFILIATE OBLIGATIONS
We grant you the non-exclusive, non-assignable, right to direct players to the sites in accordance with the terms and conditions of this agreement.
You shall ensure (and take adequate and appropriate measures to ensure) that the players referred by you to us are of the age of majority to participate in the services and that they shall comply with the COMPANY general terms and conditions.
Referrals from affiliates are considered COMPANY players. The affiliate relinquishes all rights and/or ownership to these players once referred to COMPANY and these players shall be registered as COMPANY members before they are considered qualified acquisitions (subject to any other applicable criteria).
The COMPANY affiliate network is intended for your direct participation. You shall not open affiliate accounts on behalf of third parties. Opening an affiliate account for third parties, brokering an affiliate account or the transfer of an affiliate account are prohibited. Affiliates wishing to transfer an affiliate account to another beneficial account owner must request in writing, approval from COMPANY.
Approval is solely at COMPANY's discretion.
The Affiliate will provide the Company with:
(a) such co-operation as is required by the Company (acting reasonably) in connection with the Affiliate Programme; and
(b) all information and documents required by the Company (acting reasonably) in connection with the Affiliate Programme.
?The Affiliate must:
(a) keep the Affiliate Website up-to-date and in good working order;
(b) ensure that the quality of design, content and functionality on the Affiliate Website does not materially deteriorate during the Term;
(c) ensure all marketing of or relating to the Affiliate Website (both online and offline) is in accordance with applicable law, any applicable codes of practice, and good industry practice generally.
The Affiliate will not take any action in connection with the Affiliate Programme which might reasonably be expected to lead to the possibility of damage to the reputation and goodwill of the Company and/or the 321CryptoCasino.com Website.
Affiliate may not modify, impair, disable or otherwise interfere with any tracking codes and/or other technology required by 321CryptoCasino in order to ensure proper tracking.
Affiliates must not ?spam? and/or use unsolicited email.? If the Company reasonably believes that an Affiliate is knowingly sending spam and/or unsolicited email, the Company, may, in its sole discretion, immediately terminate such Affiliate?s participation in the Affiliate Program.
Each Affiliate is responsible for the quality and origin of the traffic that it provides to the Company?s Website and the Affiliate will always remain responsible for the quality and origin of that traffic.? If an Affiliate knowingly sends traffic of a questionable quality and/or origin to the Company, the Company may, in its sole discretion, immediately terminate such Affiliate?s Participation in the Affiliate Program.
If an Affiliate accidentally or unknowingly directs traffic of a questionable quality and/or origin to the Company?s Website, the Company may issue a written warning to Affiliate, notifying the Affiliate of the questionable traffic.? If, after three (3) written warnings, the Affiliate still directs traffic of a questionable quality and/or origin to the Company?s Website, the Company may, in its sole discretion, immediately terminate such Affiliate?s participation in the Affiliate Program.
Affiliates are not permitted to copy any other affiliate?s website.? The Company reserves the right to suspend and/or terminate an Affiliate?s participation in the Affiliate Program if they are found to have copied another affiliate?s website.
MARKETING & ADVERTISEMENTS
You will only use approved creatives and will not alter their appearance nor refer to us in any promotional materials other than those that are available from us.
We hereby grant to you a non-exclusive, non-transferable licence, during the term of this agreement, to use the marks and marketing materials solely in connection with the display of the promotional materials on your site pursuant to this agreement. This licence cannot be sub-licensed, assigned or otherwise transferred by you.
Your right to use the marks and marketing materials is limited to and arises only out of this licence. You shall not assert the invalidity, unenforceability, or contest the ownership of the marks and marketing materials in any action or proceeding of whatever kind or nature, and shall not take any action that may prejudice our rights in the marks and marketing materials, render the same generic, or otherwise weaken their validity or diminish their associated goodwill. You agree that all use by you of the marks and marketing materials inures to our sole benefit and that you will not obtain any rights in the marks and marketing materials as a result of such use. You must notify us immediately if you become aware of the misuse of the marks and marketing materials by any third party.
You shall not register or attempt to register any domain names, trademarks or names that contain, are confusingly similar to or are comprised of the marks and marketing materials, and you hereby agree to transfer any such registration obtained by you to us upon demand.?
You 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 and which are identical or similar to any of the marks or variations thereof.
For the avoidance of doubt all intellectual property rights of COMPANY and the Group shall remain the sole and exclusively property of the foregoing and you do not gain any rights to the foregoing by reason of your use of the same.
All your marketing activities must be professional, proper and lawful under applicable rules, regulations or laws (including any laws in relation to the content and nature of any advertising or marketing) and otherwise comply with the terms of this agreement. You shall not authorize, procure, assist or encourage any third party to:
Place the marks and/or marketing materials on any online site or other medium where the content and/or material on such website or medium is potentially libellous, malicious, discriminatory, obscene, unlawful, sexually explicit, pornographic or violent or which is, in our sole discretion otherwise unsuitable.
Develop and/or implement marketing and/or public relations strategies that have as their direct or indirect objective the targeting of marketing the sites, services or gaming in general to any persons who are less than 18 years of age (or such applicable age as may apply in the relevant jurisdiction), regardless of the age of majority in the location you are marketing.
INFRINGE ANY THIRD PARTY'S INTELLECTUAL PROPERTY RIGHTS.
Disparage us or otherwise damage our goodwill or reputation in any way.
Copy or otherwise create a Site that substantially resembles the "look and feel "of the Sites, or promote a Site of this nature, whether in whole or in part, nor utilize any such means or Site to create the impression that such Sites are in fact the Sites (or any part of such).
Frame any page of the Site(s) in whole or in part.
Read, intercept, modify, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to us by any other person.
In any way alter, redirect or in any way interfere with the operation or accessibility of the sites or any page thereof or otherwise attempt to intercept or redirect (including via user-installed software) traffic from or on any online site or other place that participates in the COMPANY affiliate network.
Take any action that could reasonably cause any end-user confusion as to our relationship with you or any third party, or as to the ownership or operation of the sites or services on which any functions or transactions are occurring.
Attempt to communicate to players whether directly or indirectly on our sites to solicit them to move to any online site not owned by us or for other purposes without our prior approval including but not limited to via email, chat boards, or spamming our tables.
Cause a betting pattern of any end-user that is indicative of abuse of the 321CRYPTOCASINO affiliate network and associated remuneration structure, and in not consistent with the aims of the 321CRYPTOCASINO affiliate network and good faith business opportunities offered therein.
Without prejudice to anything else in this agreement, if we determine, in our sole discretion, that you have engaged in any of the foregoing activities, we may (without limiting any other rights or remedies available to us) withhold any affiliate earnings and/or terminate this agreement immediately on notice.
For the avoidance of doubt, affiliates are responsible for all costs associated with their marketing and advertisement obligations under this agreement.
AFFILIATE EARNINGS & PAYMENTS
On joining this affiliate program your account will be set to our default commission of xx% of "Net Revenue" raising to xx% based upon your performance. The commission % received will be on based on the NGR KPI as follows:
???????? Up to $5,000 in NGR, earn 25% on total revenue,
???????? Greater than $5,000 and up to $15,000, earn 30% on total revenue
???????? Greater than $15,000 and up to $30,000, earn 35% on total revenue
???????? Over $30,000, earn 40% on total revenue
Your affiliate earnings are personal to you and you shall have no claim to affiliate earnings or other compensation on business secured by or through persons or entities other than you. You cannot withdraw payments for or on behalf of another third party.
All affiliate earnings payments will be paid to your affiliate account designated in your affiliate sign up form in USD. Payment will be made by wire, player account transfer, or any other method as we in our sole discretion decide; however, we will use reasonable endeavors to accommodate your preferred payment method.
Affiliate needs at least 3 depositing players (active) before their first commission is paid.
Minimum withdrawals for affiliates is 0.02 BTC or $200. Should you have earned a lesser amount, the money will remain pending in the system until you have collected enough money for us to process the cashout.
Any charges for conversion, processing and delivering payment to you will be deducted from your affiliate earnings. For the avoidance of doubt, we have no liability to pay any currency conversion charges or any charges associated with the transfer of monies to your designated account.
In the event that we determine any activity to constitute fraud traffic, or to otherwise be in contravention of this agreement, then in our sole discretion we may: (i) pay the affiliate earnings in full, (ii) recalculate them in light of such suspected fraud traffic or contravention, (iii) delay payment of the affiliate earnings while we investigate and verify the relevant transactions or (iv) forfeit your affiliate earnings.
If you disagree with the reports or amount payable, do NOT request or accept payment for such amount and immediately send us written notice of your dispute. Further, deposit of payment check, acceptance of payment transfer or acceptance of other payment from us by you will be deemed full and final settlement. Notwithstanding the foregoing, if any overpayment is made in the calculation of your affiliate earnings, we reserve the right to correct such calculation at any time and to reclaim from you any overpayment made by us to you.
Payment shall be processed on the Xth of the following month in which the traffic was generated. If we suspect the terms and conditions have been breached or the occurrence of fraud traffic, the payment request may be held over for investigation and your account frozen until we can validate that there has been no breach of these terms and conditions. If your account remains frozen as a consequence of this for a continuous period of 180 days then in the absence of: satisfactory explanation; or evidence to prove legitimate dealings, funds remaining in your account will be removed and your account closed.
You shall comply with all applicable laws and any policy notified by us through our site or otherwise in relation to money laundering and/or suspicious transactions.
All affiliates shall be responsible for paying such taxes on their affiliate earnings under the laws applicable to them.
If the Company is required by law to deduct withholding tax or any other taxes or duties from any Payments, then the Company will deduct such amounts from the Payments before paying them to the Affiliate.
No Payments will be due in respect of:
(a) any wagers on the 321CryptoCasino.com Website made by or on behalf of:
(i) the Affiliate;
(ii) any parent undertaking or subsidiary of the Affiliate;
(iii) any employee, agent or officer of the Affiliate or any parent undertaking or subsidiary of the Affiliate;
(iv) by any natural person related any of the above;
(b) any amount received by the Company by means of unlawful means;
(c) any purchases on the 321CryptoCasino Website which are subsequently cancelled, refunded, reversed,(and the Company will be entitled to require repayment of Payments made as a result of such purchases).
Both before and after termination, the Company will be entitled to set off any amount owed to the Affiliate against any amount the Affiliate owes to the Company whether under the Agreement or otherwise, and against any loss or damage suffered by the Company whether in relation to the Agreement or otherwise arising out of the Affiliate's acts or omissions.
If you wish to offer any incentives to potential players, you are required by us to receive prior written approval before commencing any such activity. In the event that you do not receive such approval but offer such incentives, we reserve the right to cancel your participation in the program, and refuse payment of any previously earned, but unpaid, commissions.
There is no negative, all negative amounts from Bitcoin wagering will not be carried over to the following months.
Due to strict anti money laundering requirements we require one or more forms of documentation to verify your identity before we can make a first payment out to you. If for a continuous period of 180 days from our request for this verification documentation, we have still not received the same from you then the funds remaining in your account will become dormant. Upon becoming dormant we will issue a warning advising that the funds remaining in your account will be removed if the necessary verification document is not received within the following 90 days, funds remaining in your account will be removed and your account closed.
We will track and report player activity for purposes of calculating your affiliate earnings. Generally, you can at your own initiative and timing, generate your own reports regarding the qualified acquisitions signed up in a particular period and/or the total amount due to you after any deductions or set offs that we are entitled to make under this agreement. We hereby exclude any and all liability for the timeliness, accuracy or completeness of any such reports.
This agreement will take effect when you indicate your acceptance of these terms and conditions on the affiliate sign up form and continues until terminated in accordance with the terms of this agreement.
You may terminate this agreement, with or without cause, immediately upon written notice to us. You can send this written notice via email, with 'Termination' in the subject line, to firstname.lastname@example.org
We may terminate this agreement, upon written notice to you. We may send such written notice via email to such email address or by fax to such fax number, you have provided to us in the affiliate sign up form. Causes can include affiliates who break marketing rules, use any forms of spam to gain traffic, commit fraud and any acts deemed malicious by the Company.?
For the avoidance of doubt, termination of the agreement will automatically end your participation in the entire COMPANY affiliate network and revocation of all privileges and licenses granted hereunder. In particular:
You shall return all confidential information and cease use of any of the marks and marketing materials (including deleting and purging the same from your computer systems).
Each Party warrants to the other Party:
(a) that it has the legal right and authority to enter into and perform its obligations under the Agreement; and
(b) that it will perform its obligations under the Agreement with reasonable care and skill.
All of the Parties' liabilities and obligations in respect of the subject matter of the Agreement are expressly set out in the terms of the Agreement. To the maximum extent permitted by applicable law, no other terms concerning the subject matter of the Agreement will be implied into the Agreement or any related contract.
The Affiliate must not:
(a) include any Prohibited Materials on the Affiliate Website, or include any hyperlink to any Prohibited Materials on the Affiliate Website;
(b) market the Affiliate Website using spam or unsolicited emails or other unsolicited communications, or using any form of spyware, parasiteware, adware or similar software, or using any other antisocial or deceptive methods;
(c) increase or seek to increase the number of Payment Trigger events using any fraudulent or deceptive method;
(d) make any public disclosure relating to the Agreement (including press releases, public announcements and marketing materials) without the prior written consent of the Company;
(e) include any hyperlink to the 321CryptoCasino.com Website from the Affiliate Website that is not a Link; or
(f) include any reference to the Company or the 321CryptoCasino.com Website on the Affiliate Website which may be deemed as negative;
You have independently evaluated the desirability of marketing the sites and services.
You have independently evaluated the laws that apply to your activities and believe that you may participate in COMPANY affiliate network without violating any rules or laws applicable to you.
You are solely responsible for any and all activities that occur under the access to and use of the services under your username, account number, affiliate accounts and password regardless of whether such access and/or use was authorized by or known to you or not.
The players that you refer to COMPANY are of legal age under the laws that are applicable to them for the purposes of their use of the services.
The players that you refer to COMPANY comply with the COMPANY general terms and conditions as may be modified from time to time.
You shall not post or transmit to any other users, any unlawful, harassing, abusive, threatening, libellous, defamatory, obscene, indecent, inflammatory, racially or ethnically objectionable, pornographic or profane material, or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability, or otherwise violate any applicable law.
You shall not conduct criminal or otherwise unlawful or unauthorized activities and/or allow your account opened with us to be used for any criminal or otherwise unlawful activities including, without limitation, money laundering, under any law applicable to you or us.
The contents and offerings on your website (including the manner of offering the same) are consistent (and continue to be consistent) with the COMPANY general terms & conditions as may be modified from time to time.
You shall only use the affiliate area, site, services, marks and marketing materials in accordance with the express terms of this agreement.
The Affiliate will indemnify and keep indemnified the Company, and the Company's officers, employees, representatives, agents and subcontractors, against all damages, losses and expenses (including legal expenses) arising as a result of any breach by the Affiliate of any term of the Agreement.
DISCLAIMERS AND LIMITATION OF LIABILITY
Nothing in the Agreement will exclude or limit the liability of either Party for:
(a) death or personal injury caused by that Party's negligence;
(b) fraud or fraudulent misrepresentation on the part of that Party; or
(c) any other liability which may not be excluded or limited under applicable law.
Subject to above clause, the Company's liability to the Affiliate under or in connection with the Agreement or any collateral contract, whether in contract or tort (including negligence), will be limited as follows:
(a) the Company will not be liable for any:
(i) loss of profits, income or anticipated savings,
(ii) loss or corruption of any data, database or software,
(iii) reputational damage or damage to goodwill;
(iv) loss of any commercial opportunity, or
(v) indirect, special or consequential loss or damage;
(b) the Company will not be liable for any losses arising out of a Force Majeure Event;
(c) the Company's liability in any calendar year will in no circumstances exceed the total amount paid (or, if greater, payable) by the Affiliate to the Company under the Agreement during that calendar year; and
(d) the Company's aggregate liability will in no circumstances exceed the total amount paid (or, if greater, payable) by the Affiliate to the Company under the Agreement.
All promotions can only be claimed once per person, household, family, household address, email address, credit card number, or shared computer environment such as a library, workplace, fraternity, university or school.
COMPANY does not accept liability for the content or accuracy of external websites.
FORCE MAJEURE EVENTS
Where a Force Majeure event gives rise to a failure or delay in either Party performing its obligations under this Agreement, those obligations will be suspended for the duration of the Force Majeure event.
A Party who becomes aware of a Force Majeure event which gives rise to, or which is likely to give rise to, any failure or delay in performing its obligations under this Agreement, will promptly notify the other.
The affected Party will take reasonable steps to mitigate the effects of the Force Majeure event.
Either Party may terminate the Agreement forthwith at any time by giving written notice to the other Party.
The Company may terminate the Agreement immediately (with or without giving written notice to the Affiliate) if the Affiliate:
(a) commits any breach of any term of the Agreement;
(b) becomes insolvent or enters into any insolvency process or procedure; or
(c) (where the Affiliate is an individual) the Affiliate dies, or as a result of illness or incapacity becomes incapable of managing his or her own affairs or is the subject of a bankruptcy petition or order.
If an Affiliate does not generate any clicks or registrations for the Company for greater than a twelve (12) month period, the Company will initiate a dormancy process with the affiliate to have them removed from the platform. The Company will send communication efforts to the affiliate at the beginning of such dormancy process which includes but is not limited to e-mail, skype or other such information the affiliate has provided in the sign-up form. If the affilaite wishes to re-open their account, they can do so through a -may terminate this Agreement with or without notice to Affiliate;
EFFECTS OF TERMINATION
If the Agreement is terminated by the Company due to breach, insolvent or, death as stated in above clause, the Company will not have any obligation to make any further Payments to the Affiliate.
Subject to above Clause:
(a) the Company will pay to the Affiliate all Payments arising from Payment Triggers activated on or before the date of effective termination of the Agreement in accordance with the terms of the Agreement; and
(b) termination of the Agreement will not affect either Party?s accrued rights as at the date of termination.
Provided that we have paid or do pay to you such sums as are properly due and owing at the date of termination which shall be subject to any rights we have to make deductions whether under this Agreement or otherwise, we shall have no further liability to pay you any further sums.
Any notice given under the Agreement must be in writing (whether or not described as ?written notice? in the Agreement) and must be delivered personally, sent by pre-paid first class post, or sent by fax [or email], for the attention of the relevant person, and to the relevant address, fax number or [email address] specified on the Registration Form (in the case of the Affiliate) or the 321CryptoCasino.com Website (in the case of the Company) (or as notified by one Party to the other in accordance with this Clause).
A notice will be deemed to have been received at the relevant time set out below:
(a) where the notice is delivered personally, at the time of delivery;
(b) where the notice sent by first class post, 48 hours after posting; and
(c) where the notice sent by fax or email, at the time of the transmission (providing the sending Party retains written evidence of the transmission).
No breach of any provision of the Agreement will be waived except with the express written consent of the Party not in breach.
If a Clause of the Agreement is determined by any court or other competent authority to be unlawful and/or unenforceable, the other Clauses of the Agreement will continue in effect. If any unlawful and/or unenforceable Clause would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the Clause will continue in effect (unless that would contradict the clear intention of the Parties, in which case the entirety of the relevant Clause will be deemed to be deleted).
Nothing in the Agreement will constitute a partnership, agency relationship or contract of employment between the Parties. The Affiliate will not make any statement on the Affiliate Website or otherwise which expressly or impliedly suggest that there is any such relationship between the Parties.
The Agreement may be varied by the Company posting a new version of the Agreement on the 321CryptoCasino.com Website and notifying the Affiliate in writing that the Agreement has been varied. The Affiliate's continued participation in the Affiliate Programme after receipt of such a notice will constitute the Affiliate's acceptance of the varied Agreement.
The Company may freely assign its rights and obligations under the Agreement without the Affiliate?s consent.
The Agreement is made for the benefit of the Parties and is not intended to benefit any third Party or be enforceable by any third Party. The rights of the Parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to the Agreement are not subject to the consent of any third Party.
The Agreement constitutes the entire agreement and understanding of the Parties in relation to the subject matter of the Agreement, and supersedes all previous agreements, arrangements and understandings between the Parties relating to the subject matter of the Agreement. Each Party acknowledges that no representations or promises not expressly contained in the Agreement have been made by or on behalf of the other Party.
Our failure to enforce your strict performance of any provision of this agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this agreement.