Red Rhino Affiliates Agreement
This Affiliate Agreement (hereinafter "Agreement"), sets out the complete terms and conditions between Red Rhino Limited, whose registered offices are located at Investor House, Triq il-Fikus, San Gwann, Malta (hereinafter "Platincasino", "we", "us", "our") and "The Affiliate" (hereinafter "Affiliate","you" "your"), regarding your request to participate as an Affiliate in the Platincasino Affiliate program (hereinafter "Affiliate Program").
It is important that you read and understand this Agreement. You may also wish to print it for future reference. By downloading a banner, text link, promotional materials, or any information pertaining to the Affiliate Program and placing it on your website(s), you agree to be bound by all the terms and conditions set out in this Agreement.
This Agreement supersedes all previous terms and conditions relating to the Affiliate Program or any affiliate program previously offered by Platincasino in relation to any customers introduced via any links.
1.1 If you wish to participate in our Affiliate Program, you will first have to register by completing the online application form and accept the Terms and Conditions of the Agreement. After receipt of the completed form, the application shall be reviewed by Platincasino and if approved, confirmation shall be sent to the contracting party in writing.
1.2 Upon approval, an affiliate tracking code is assigned to the Affiliate. Players who register for an account at Platincasino via the affiliate tracking code on the Affiliates' website and the turnover generated during such sessions, are registered to the Affiliate to which the tracking code is assigned.
2. DEFINITIONS AND INTERPRETATION
In this Agreement, references to the following words shall have the meanings set out below:
2.3 "Affiliate Commission" is the amount due and payable to you, as calculated based solely on our system's data and in accordance with the terms of this Agreement and the applicable Commission Structure.
2.5 "Affiliate Area" means the area of the Website that is accessible to you by logging on with your username and associated password, which provides certain 'members only' functionality, including facilities to check relevant statistics.
2.8 "tracking code(s)" means the unique Tracking URL or Tracking Codes that we provide exclusively to you, through which we track Players' and Real Money Players' activities and calculate Affiliate Accruals.
2.14 "Cumulative Net Revenue" means;
2.14.1 The sum of all Real Money Players losses in the casino.
2.14.2 Less "Fees" as explained in 2.15
2.15 "Fees" each Affiliate is required to pay a percentage of internal promotion expenses including the net fees for all Real Money Player promotional bonuses, rebates, 30% of the total banking fees incurred on deposits and withdrawals, charge backs, fraud, and bad debt by any Real Money Players referred by the Affiliate.
Afghanistan, Aland Islands, Algeria, American Pacific, American Samoa, American Virgin Islands, Andorra, Angola, Anguilla, Antarctic, Antigua and Barbuda, Argentina, Armenia, Aruba, Australia, Azerbaijan, Bahamas, Bahrain, Bangladesh, Barbados, Belarus, Belgium, Belize, Benin, Bermuda, Bhutan, Bolivia, Bosnia and Herzegovina, Botswana, Bouvet Island, British Indian Ocean Territory, British Virgin Islands, Brunei Darussalam, Bulgaria, Burkina Faso, Burundi, Caledonia, Cambodia, Cameroon, Cape Verde, Cayman Islands, Chad, Chile, Cocos, Colombia, Comoros, Congo, Cook Islands, Costa Rica, CĂ´te d'Ivoire, Cuba, Czech Republic, Democratic Republic of Congo, Denmark, Djibouti, Dominica, DVR North Korea, East Timor, El Salvador, Equatorial Guinea, Eritrea, Estonia, Ethiopia, Falkland Islands, Faroe, Fiji, France, French Guiana, French Polynesia, French Southern and Antarctic Lands, Gabon, Gambia, Ghana, Greenland, Grenada, Guadeloupe, Guam, Guatemala, Guernsey, Guinea, Guinea-Bissau, Guyana, Haiti, Heard and McDonald Islands, Honduras, Hong Kong, Hungary, Indonesia, Iran, Iraq, Ireland, Israel, Italy, Jamaica, Jersey, Jordan, Kenya, Kiribati, Kuwait, Kyrgyzstan, Laos, Lebanon, Lesotho, Liberia, Libya, Macao, Madagascar, Malawi, Malaysia, Maldives, Mali, Marshall Islands, Martinique, Mauritania, Mauritius, Mayotte, Micronesia, Mongolia, Montserrat, Mozambique, Myanmar, Namibia, Nauru, Nepal, Netherlands Antilles, Nicaragua, Niger, Nigeria, Niue, Norfolk island, Northern Mariana Islands, Oman, Outer Oceania, Pakistan, Palau, Palestinian territories, Panama, Papua New Guinea, Paraguay, Peru, Pitcairn, Poland, Puerto Rico, Qatar, Republic of Korea, Republic of Moldova, Reunion, Rwanda, Samoa, Sao Tome and Principe, Senegal, Seychelles, Sierra Leone, Solomon Islands, Somalia, South Georgia and the South Sandwich Islands, Spain, Sri Lanka, St. Barthelemy, St. Helena, St. Kitts and Nevis, St. Lucia, St. Martin, St. Pierre and Miquelon, St. Vincent and the Grenadines, Sudan, Suriname, Svalbard and Jan Mayen, Swaziland, Syria, Taiwan, Tajikistan, Tanzania, Thailand, Togo, Tokelau, Tonga, Trinidad and Tobago, Tunisia, Turkey, Turkmenistan, Turks and Caicos Islands, Tuvalu, Uganda, United Kingdom, United States, Vanuatu, Venezuela, Vietnam, Wallis and Futuna, Yemen, Zambia, Zimbabwe.
This list may be updated at any time, any updates will be communicated directly to affected affiliates via the email address on file.
3.1 Identity and Disclosure:
3.1.1 Data that we require from you for such purpose may include, but is not limited to:
· Name and surname
· Residential address
· Contact details
· Payment details and
· Further data, when deemed necessary in the particular case.
You shall also provide us with such other information as we may reasonably request.
Inquiries regarding your personal data stored with us can be submitted to our Data
Protection Officer at firstname.lastname@example.org .
3.1.2 We may share your personal data with service providers for the purpose of the verification of the given data, in order to fulfil applicable legal requirements. We will solely transmit your personal data to service providers subject to the privacy regulations applying to Red Rhino Limited, to the contractual obligation to process your data solely for the purpose it was collected and to the extent necessary to fulfil the purpose of identification and/or verification and/or further measures that might be necessary to enforce our contractual relationship.
3.2 Your Duties
3.3.1 Place Marketing Materials on any online Website or other medium where the content and/or material on such Website or medium is potentially libellous, aimed at children under the age of 18, promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, promotes illegal activities, or violates intellectual property rights.
3.3.2 Use Marketing Materials in a manner that may potentially confuse a Player or prospective Player.
3.3.3 Place Marketing Materials on any online Website or other medium where the content and/or material on such online Website or medium copies, resembles or frames the Platincasino Website in whole or in part, disparages us or otherwise damages our goodwill or reputation in any way.
3.3.4 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.
3.3.5 Register as a Player on behalf of any third party, or authorize or assist (save by promoting the Website and Services in accordance with this Agreement) any other person to register as a Player.
3.3.6 In any way alter, redirect or in any way interfere with the operation or accessibility of the Websites or any page thereof.
3.3.7 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 Website or service on which any functions or transactions are occurring.
3.3.8 Attempt to intercept or redirect (including via user-installed software) traffic from or on any online Website or other place that participates in our Affiliate Network.
3.3.10 Attempt to communicate to Players whether directly or indirectly, on our Websites to solicit them to move to any online Website not owned by us or for other purposes without our prior approval including but not limited to via email or chat boards.
3.3.11 Attempt to market or promote our Services (or any specified part thereof) or Websites (or specific Website) within territories which are Restricted Territories; to attempt to circumvent any restriction which we have put in place to prevent players from restricted territories from signing up as Real Money Players; or attempt to disguise the geographical location of a Player.
3.4 Approved Marketing Materials:
3.9.1 You will not adopt or use, nor buy or otherwise book as a keyword for paid search, any company name, any trademark, trade name, brand, shop sign, domain name, or URL (specifically, any term before the third "/" of your URL) that incorporates as apart thereof or in full, any of Platincasino, or its corporate affiliates' trademarks (including without limitation "Platincasino and " Platincasino Affiliates"), trade names, company names, brands, shop signs, domain names or URLs (including the translations and transliterations), or any variations thereof.
3.9.2 You may not register a domain name that includes Our Marks or any other such similar Mark. This includes the use of Our Marks on any social media platform/service.
3.9.3 You shall not register or attempt to register any trademarks or domain names that contain, are confusingly similar to, or are comprised of Our Marks, unless you agree to transfer any domain name or trade mark application or registration to Platincasino.
3.9.4 Nothing shall bestow upon you any right to use the Mark " Platincasino " by itself, or any other such similar Mark, unless agreed to in writing by us.
3.9.5 You acknowledge that the Marks are exclusively vested and shall remain vested in Platincasino and that no ownership interest in the Marks is transferred to you by this Agreement. You further agree not to attack or challenge our ownership of and title to any of the Marks in any way.
3.9.6 This Agreement shall endure to the benefit of, and be binding upon, the successors and/or assigns of each party hereto, under operation of law.
3.11 Good Faith
3.12 Confidential Information
4. AFFILIATE COMMISSION, REPORTS & PAYMENTS
5. TERM AND TERMINATION
5.2 Termination by You
5.4 Termination for Good Cause
5.4.1 If you are in material breach of any of your obligations under this Agreement and either that breach is (1) incapable of being cured, or (2) remains uncured for 90 days after receiving written notice of the breach.
5.4.2 If you become insolvent or are otherwise unable to pay your debts in the ordinary course of business.
5.4.3 If you are dissolved (other than by way of a re-organization), or file for bankruptcy, or otherwise cease to engage in your normal business operations and are unable thereby to fulfill your obligations under this Agreement.
5.4.4 In the event that your website is aimed at children under the age of 18, promotes discrimination based on race, sex, religion, nationality disability or sexual orientation, promotes illegal activities, or violates intellectual property rights as defined in this Agreement.
5.4.5 If you are guilty of, after any unsuccessful appeal process, violating in the course of its performance hereunder, any local, state or federal laws, rules and regulations pertaining to gambling on the internet.
5.4.6 In the event of repeated attempts by you or any of your employees or contractors, to gain unauthorized access to the Platincasino web site or customer data base.
5.4.7 We have reason to suspect you of attempting to defraud us by any of the methods listed under Fraud Traffic.
5.5.1 In any circumstance where we are entitled to terminate this Agreement or terminate any specific tracking code, we may at our sole discretion and without prejudice to our further rights and remedies, suspend the Agreement or any specific tracking code. During the period of any suspension, we may withhold the payment of any Affiliate Commissions that relate to any affected tracking code. Payment of any withheld Affiliate Commissions will be made to you on the lifting of the suspension.
5.6 Effect of Termination
5.7.1 You shall stop promoting the Websites and all rights and licenses given to you under this Agreement will terminate immediately.
5.7 Remedies to You
5.8 Termination Rights
5.8.1 The rights and licenses granted by Platincasino to you shall terminate automatically, and you shall immediately cease using the Gaming Data or Marks for any purpose whatsoever.
6. RELATIONSHIP OF PARTIES
You and we are independent contractors, and nothing in this agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site or otherwise, to contradict anything in this paragraph or be reasonably deemed to contradict this paragraph.
You shall defend, and hold our Clients, 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 (i) any breach by You or any warranty, representation, or agreement contained in this agreement, (ii) the performance of Your duties and obligations under this agreement, (iii) Your negligence or (iv) any injury caused directly or indirectly by Your negligence or intentional acts or omissions, or the unauthorized use of our banners and links or this referral program.
WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WITH RESPECT TO OUR AFFILIATE PROGRAM OR COMMISSION ARRANGEMENTS (INCLUDING, WITHOUT LIMITATION, THEIR FUNCTIONALITY, WARRANTIES OF FITNESS, MERCHANTABILITY, LEGALITY, NON-INFRINGEMENT, OR ANY IMPLIED WARRANTIES ARISING OUT OF A COURSEOF PERFORMANCE, DEALING OR TRADE USAGE). IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE UNINTERRUPTED OR ERROR FREE AND WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.
We shall not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this agreement or the referral program, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this agreement and the program will not exceed the total referral fees paid or payable to you under this agreement. Nothing in this agreement shall be construed to provide any rights, remedies or benefits to any person or entity not a party to this agreement. Our obligations under this agreement do not constitute personal obligations of our directors, officers or shareholders. Any liability arising under this agreement shall be satisfied solely from the referral fee generated and is limited to direct damages.
10. INDEPENDENT INVESTIGATION
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 websites that are similar to or compete with your website. You have independently evaluated the desirability of participating in this Affiliate program and are not relying on any representation, guarantee, or statement other than as set out in this agreement.
11. GOVERNING LAW
The laws of Malta will govern this Agreement, without reference to rules governing choice of law. Any action relating to this Agreement must be brought in Malta and you irrevocably consent to the jurisdiction of its courts.
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. No modifications, additions, deletions or interlineations of this Agreement are permitted or will be recognized by us. None of our employees or agents has any authority to make or to agree to any alterations or modifications to this Agreement or its terms.
Our rights and remedies hereunder shall not be mutually exclusive, that is to say that the exercise of one or more of the provisions of this Agreement shall not preclude the exercise of any other provision. You acknowledge, confirm, and agree that damages may be inadequate for a breach or a threatened breach of this Agreement and, in the event of a breach or threatened breach of any provision of this Agreement, we may seek enforcement or compliance by specific performance, injunction, or other equitable remedy. Nothing contained in this Agreement shall limit or affect any of our rights at law, or otherwise, for a breach or threatened breach of any provision of this Agreement, its being the intention of this provision to make clear that our rights shall be enforceable in equity as well as at law or otherwise.
This Agreement shall not be varied in its terms by any oral agreement or representation or otherwise other than by an instrument in writing of subsequent date executed by all the parties hereto.
No term or condition of this Agreement shall be deemed to have been waived, nor shall there by any estoppel against the enforcement of any provision of this Agreement, except by written instrument of the party charged with such waiver or estoppel. No such written waiver shall be deemed a continuing waiver unless specifically stated therein, and each such waiver shall operate only as to the specific term or condition waived and shall not constitute a waiver of such term or condition for the future or as to any act other than that specifically waived.
If, for any reason, any provision of this Agreement is held invalid, such invalidity shall not affect any other provision of this Agreement not held so invalid, and each such other provision shall to the full extent consistent with law continue in full force and effect. If any such provision of this Agreement shall be held invalid in part, such invalidity shall in no way affect the rest of such provision not held so invalid, and the rest of such provision, together with all other provisions of this Agreement, shall to the full extent consistent with law continue in full force and effect.
19. FINAL AGREEMENT
The parties to this Agreement mutually agree that this Agreement contains the final and entire Agreement between the parties, and neither they nor their agents or predecessors shall be bound by any terms, conditions, statements, warranties, or representations, oral or written, not herein contained.
20. FORCE MAJEURE
A party shall not be liable for any failure to perform its obligations under this Agreement if that failure is beyond the reasonable control of that party including as a direct result of "Acts of God", nature, a federal, state or local governmental agency, war, civil disturbance, the inability or refusal of a common carrier to provide communications capabilities The affected party shall promptly notify the other parties of the nature and extent of the circumstances giving rise to an event of Force Majeure. If the event of Force Majeure in question prevails for a continuous period in excess of three months after the date on which it began, any non-affected party may give notice to the affected party terminating this Agreement. The notice to terminate must specify the termination date, and once a notice has been validly given, this Agreement will terminate on the termination date set out in the notice.
21. FURTHER ASSURANCE
Each party shall perform any further acts and execute and deliver any further documents which may be reasonably necessary to carry out the provisions of this Agreement, and at all times act in good faith so as to preserve for the other parties the benefits intended under this Agreement.