AFFILIATE TERMS & CONDITIONS

AFFILIMOON AFFILIATE PROGRAM

Version Number: 1.3 – 01 August 2024

Important – Please read these terms and conditions carefully. If you have any questions, please send an email to support@affilimoon.com.

This agreement (the “Agreement”) contains terms and conditions between Cetus Technology N.V. a company incorporated in Curacao with company number HE436547 whose registered office is at Abraham De Veerstraat 9, P.O. BOX 3421, Curacao, (the “Affilimoon”, “we”, “our” or “us”) and you being a legal entity applying to register as a member of Affilimoon Affiliate Program (the “Affiliate Program”).

Recitals:

Cetus Technology N.V. operates an internal affiliate department that manages the Affiliate Program under the commercial name 'Affilimoon' (referred to as 'Affilimoon').

Freshera LTD a company registered in Cyprus with a company number ΗΕ436547 and whose registered address is located at Griva Digeni, 3, PATSALOS HOUSE, Floor 4, Flat/Office 401 6030, Larnaka, Cyprus. (“Freeshera”).

Freshera LTD is a payment agent and client of Cetus Technology N.V. And will process payments to the Affiliate on behalf of Cetus Technology.

DEFINITIONS AND INTERPRETATION

1. Capitalised words and expressions in this Agreement shall have the meanings set out below:

“Admin Fee” refers to taxes, third-party commissions, and fees, financial transaction fees, chargebacks, operator costs, legal costs, additional license fees.

“Affiliate” means you, the person or entity, who joins the Affiliate Program.

all the terms and conditions set out in this document;
the terms and conditions of the Commission structures applicable to the different products and brands;
the Privacy Policy, and;
any other rules and/or guidelines of Affilimoon and/or Brand Websites made known to the Affiliate from time to time.

“Affiliate Application” means the application made by the Affiliate to participate in the Affilimoon Affiliate Program.

Mobile apps
Streaming platforms
Network Marketing publishers
Social media profiles, pages and groups
Communication platforms such as Telegram, WhatsApp or Discord
Paid Marketing advertising such as Pop-ups and media buying

“Affilimoon Affiliate Account or Affiliate Account” means the account of the Affiliate set up after an Affiliate Application is made by the Affiliate to take part in the Afflimoon Affiliate Program and approved by us.

“Affilimoon Affiliate Program or Affiliate Program” refers to a marketing arrangement where affiliates (individuals or entities) promote Affilimoon Brands in exchange for a commission or other compensation. Affiliates earn commissions based on their successful referrals, which are tracked through unique affiliate tracking links provided by Affilimoon. The Affiliate Program includes various promotional tools, guidelines, and requirements designed to facilitate the promotion and sale of Affilimoon Brands. Affiliates are required to adhere to the terms and conditions set forth by Affilimoon to ensure compliance and maintain the integrity of the program.

“Brand Guidelines” means any guidelines and parameters for use of the Brand Marks that may be provided to the Affiliate by Affilimoon from time to time and includes the Marketing Guidelines.

“Brand Marks” means the trademarks and logos of the Brand Websites including Affilimoon Affiliate program.

“Brand Websites” means the websites promoted by us and offered within the Affilimoon affiliate program: Juliebet – www.juliebet.com & GCplaying – www.gcplaying.com

“Commencement Date” means the date on which acceptance of the Affiliate´s Application to join the Affiliate Program is notified to the Affiliate by Affilimoon.

“Commission” means the compensation due to the Affiliate based on the agreed Revenue Share percentage of Net Gaming Revenue, Cost Per Acquisition, or other reward plans as set out in clause 4.1.

any and all Intellectual Property Rights, proprietary technology and products (including inventions whether patentable or not, including technical data, data record layouts, trade secrets, know-how, research, prototypes, improvements, processes, plans, designs, requirements, architecture, structures, models, methods, processes, product plans, databases and database tables, ideas or concepts, products, services, software, inventions, techniques, processes, developments, algorithms, formulas, technology, designs, schematics, drawings, engineering and hardware configuration information; and business or financial statements and projections, product pricing and marketing, financial or other strategic business plans, subscriber numbers and forecasts, content providers identity and business models.

“Cost Per Acquisition or (CPA)” means the Company pays an agreed fee per new Qualified Acquisition based on a set criteria.

“Data Protection Laws” means all laws, regulations, legislative and regulatory requirements and codes of practice applicable to the processing of Personal Data.

“Excluded Affiliate Marketing Channels” means (including but not limited to) any form of email marketing, SMS marketing, piracy websites, torrent download webpages, spam in any form. Affiliates can consult Affilimoon to determine if their marketing channels are appropriate to promote Affilimoon Brands by sending an email to support@affilimoon.com.

“First Time Depositing Customer” means a New Customer who has made a first real money deposit with any of the Brand Websites via a legally owned financial instrument.

“GDPR” means the General Data Protection Regulation (EU) 2016/679. More information about GDPR can be found in the following link: https://gdpr-info.eu/

“Good Industry Practice” means all reasonable care, skill and diligence as may be expected of appropriately qualified and experienced persons with appropriate skill and experience in providing services of a similar scope, type, and nature to the services.

“Gross Gaming Revenue” means the value of the revenues generated by all players referred by the Affiliate across all products; the Gross Revenue would be equal to all (settled) bets less winnings.

“Intellectual Property Rights” means patents (including patents for software and business methods), rights to inventions, utility models and petty patents, trademarks, service marks, rights in get-up or trade dress, rights to goodwill or to sue for passing off or unfair competition, design rights, copyright and related and/or neighbouring rights, moral rights, rights in computer software, database rights, rights to use and protect the confidentiality of confidential information (including know-how and trade secrets), trade, business and company names, domain names, and other intellectual property rights, in each case whether registrable, registered or unregistered, and including all applications and rights to apply for and be granted, all extensions and/or renewals of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

“Marketing Guidelines” means the documented guidelines as issued by us to you relating to how and where you market our Brands, and the current version is set out in Schedule 3.7 and 3.8 and as may be updated from time to time.

“Net Gaming Revenue” means all gross gaming revenue received by us via the Brand Websites from the Players less monies paid out to Player as Winnings and Admin Fees.

“New Player or New Registration” means a new player on a Brand Website who has successfully opened an account with an Affilimoon Brands.

“No Negative Carry Over” means if the balance at the end of a settlement period is negative, then, unless otherwise agreed with the Affiliate, the negative balance will not be carried over to the upcoming month.

“Personal Data” shall have the meaning set out in the .

“Player Bonus” means any funds added to players´ accounts, excluding Winnings, to incentivise Players to increase their deposits and/or turnover (including bonus money, cash and any loyalty or reward points).

“Privacy Policy” means the privacy policy made available on our Brand Websites, as updated from time to time.

pornography and explicit content;
material that promotes violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation, age or any illegal activities;
material that is defamatory, libellous, unlawful or otherwise objectionable;
content that infringes or allegedly infringes the Intellectual Property Rights of any our Affiliate Group Companies, its licensors or any third party; and/or;
viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful.

“Prohibited Terms” means the domain names, trademarks and other terms set out at Schedule 6.6 together with any brand name, game name or other trademark or service mark (whether registered or not) that may from time to time.

made available to the Affiliate (and not subsequently withdrawn) by our Affiliates; and
created by or on behalf of the Affiliate, provided such content is approved by Affilimoon in writing before the Affiliate uses such content.

“Referral Commission” has the meaning set out in clause 4.2.

“Revenue Share” means the percentage of Net Gaming Revenue payable to an Affiliate in relation to a Player on any Brand Website.

“Services” has the meaning set out in clause 3.

“Sub-Affiliate” means an affiliate introduced to us by an Affiliate, having no previous history of affiliation with Affilimoon and set out in 4.2.

“Term” means the term of this Agreement, which commences on the Commencement Date and continues until this Agreement is terminated in accordance with its terms.

provided or made available to the Affiliate (and not subsequently withdrawn) by or on behalf of our Affiliates or;
created by or on behalf of the Affiliate and approved by our Affiliates in writing in advance.

“Valid Click” means a click on a Link on an Affiliate Website that results in any Brand Website being viewable to the relevant end user, as recorded by Affilimoon´ systems.

“Winnings” means any sums paid to Players by way of cash prizes that such Players have won when playing our Games.

2. THIS AGREEMENT

2.1. Please read this Agreement carefully in its entirety before joining the Affiliate Program. By registering as an affiliate with the Affiliate Program, you are agreeing to the terms and conditions of this Agreement, and this Agreement will become valid and binding as between you and us in its current format as set out below.

contains any Prohibited Material;
consists of, includes or is confusingly similar to any of the Brand Marks or Prohibited Terms (as define below) and/or;
appears to have been registered in bad faith. For the Affiliate to be accepted into the Affiliate Program, Affilimoon may require that the Affiliate removes the foregoing material, and/or either transfers to Affilimoon sole discretion deletes any such material. The Affiliate shall inform Affilimoon about any such affiliate marketing channels owned by the Affiliate or under its control at the time the Affiliate makes its application to participate in the Affiliate Program.

2.3. If the Affiliate is accepted into the Affiliate Program, the Affiliate agrees to provide the Services (as defined below) to Affilimoon on the terms of this Agreement. Affiliates takes its regulatory obligations seriously.

2.4. This Agreement replaces all previous terms and conditions for the Affilimoon Affiliate Program. Affilimoon may change these terms and conditions at any time. Affilimoon shall publish the date on which any changes to this Agreement are made by way of an update. Your continued use of the Affiliate Program following any change to this Agreement will constitute binding acceptance of such changes. If you do not agree to any such changes, you should terminate this Agreement pursuant to clause 14.2.

3. SERVICES

post Links to the Brand Websites on the Affiliate Marketing Channels;
otherwise promote the Brand Websites, subject to and in accordance with the terms of this Agreement, (the “Services”).

use any hyperlink other than the provided by Affilimoon;
disseminate any promotional material or marketing communications other than the Promotional Content; or
disseminate the Promotional Content by any other method than as directed by our Affiliates.

3.3. If Affilimoon request any change to the Affiliate´s use of the Links and/or Promotional, the Affiliate shall promptly comply with such request.

3.4. The Affiliate shall only place the Links on Affiliate Marketing Channels that have been approved by Affilimoon and registered in the Affiliate Affilimoon Account.

3.5. On Affilimoon request, the Affiliate shall promptly provide such information as Affilimoon may reasonably request to enable the Affiliate´s compliance requirements with this Agreement.

3.6. Affiliate shall inform to Affilimoon of all the Affiliate Marketing Channels promoting Affilimoon Brand Websites at all time.

3.7. By agreeing to participate in the Affiliate Program, you are agreeing to use your best efforts to actively and effectively advertise, market and promote Affilimoon Brand Websites in accordance with the provisions of the Affiliate Agreement and Affilimoon instructions. You will ensure that all activities taken by you under the Affiliate Agreement will be in Affilimoon Brands best interest and will in no way harm Affilimoon Brands reputation or goodwill. You may link to Affilimoon Brand Websites using the Affiliate Links or other such materials as we may approve. This is the only method by which you may advertise on our behalf.

3.7. You will not generate sales to the Affilimoon Brand Websites by registering as a New Customer whether directly or indirectly (for example by using associates, family members or other third parties). Such behaviour shall be deemed as fraud. You will also not attempt to benefit from traffic not generated in good faith whether or not it actually causes us damage.  Where you have any reasonable suspicion that any New Customer and/or Sub-Affiliate referred by you under the Affiliate Agreement is in any way associated to bonus abuse, money laundering, fraud, or other abuse of remote gaming sites, you will immediately notify us of the same.  You hereby recognise that any New Customer and/or Sub-Affiliate found to be a bonus abuser, money launderer or fraudster or who assists in any form of affiliate fraud (whether notified by you or later discovered by us) does not constitute a valid New Customer and/or Sub-Affiliate under the Affiliate Agreement (and thereby no Commission shall be payable by us in relation to such New Customers and/or Sub-Affiliate). We retain the right to set-off from future Commissions payable to you any amounts already received by you which can be shown to have been generated by fraud.

4. COMMISSION & PAYMENT

the Affiliate Revenue Share (RS); or
the Cost Per Acquisition (CPA). (A qualified CPA commission will be credited to the affiliate's balance even if the revenue share is negative for the calendar month); or
the Cost Per Lead (CPL); or
Fixed monthly fee (FF); or
Hybrid commission – a combination of Revenue Share and CPA or Fixed monthly fee; or
Referral Commission for sub-affiliates if applicable (RC).

Sub-Affiliate Terms and Conditions:

4.2. The following terms and conditions shall apply to You in respect of Sub-Affiliates. If You wish to introduce potential Sub-Affiliates to us, potential Sub-Affiliates will be required to complete and submit an Affiliate Application. We will assess the Sub-Affiliate application and may accept or otherwise reject such Affiliate Application pertaining to potential Sub-Affiliates as it deems appropriate, in its sole discretion: –

Upon our acceptance of a Sub-Affiliate to the Affiliate Program, each Sub-Affiliate will be required to accept the terms and conditions of the Affiliate Agreement.

Sub-Affiliates will receive Commission from us in accordance with the Affiliate Agreement. You shall be entitled to receive Commission from us based on the Commissions received by the Sub-Affiliates introduced by you to us (the “Sub-Affiliate Commission”). The Sub-Affiliate Commission due to you shall depend on the Commission Structure agreed between such Sub-Affiliate and us, regardless of the Commission Structure applicable to you. Sub-Affiliate Commissions is 5% revenue share.

For the sake of clarity, nothing herein shall entitle you to receive any Commission for sub-affiliates introduced by a Sub-Affiliate to us.

None of the following is permissible and is strictly forbidden at all times:

you are a legal person, and the relevant Sub-Affiliate is your director, an officer of the entity, employee or agent or in any case an entity within the same group of companies as you; or,
you are a natural person, and the relevant Sub-Affiliate is your employee, agent or relative; (b) offering, making available to or providing a Sub-Affiliate (including a potential Sub-Affiliate) an incentive – whether financial or otherwise – to act as, or, become a Sub-Affiliate; (c) attempt to use the Sub-Affiliate structure in any manner whatsoever in bad faith against us.

If we determine, in our sole and absolute discretion, that you have done or attempted to do any of the aforesaid, we may immediately block your Affiliate Account/s, and/or retain any Commission and/or Sub-Affiliate Commission (as we may unilaterally decide) otherwise payable to you, and you will no longer be entitled, and, we will no longer be liable, to pay such Commission and/or Sub-Affiliate Commission to you.

Negative Carryover

4.3. As a general rule, negative carry over applies unless approved on a individual basis by Affilimoon. If a no negative carry over is approved with the Affiliate, and the Affiliate has a negative monthly balance in respect of Commission payable by Affilimoon, the Affiliate’s monthly balance is automatically reset to €0 at the beginning of each calendar month, to ensure that no negative balances are carried.

Payments

4.4. Affiliates are required to sign a Supplemental Agreement for Affilimoon to proceed with the payment process. The affiliate must sign and return the Supplemental Agreement within fifteen (15) days of receipt to avoid any payment delays.

4.5. Affilimoon will not process any payments to affiliates until this Supplemental Agreement is signed by the affiliate.

4.6. Affiliates will be able to view their Commission balance report, which details the Commission per Brand Website payable by Affilimoon. These reports are available in the report section of the Affiliate Affilimoon Account.

4.7. Affilimoon will send an individual email notification to the address registered in the Affilimoon Affiliate Account, informing of eligibility for payouts within five (5) business days after the end of each calendar month.

4.8. Affiliates must send their invoices to Affilimoon after Affilimoon sends the notification via email described in clause 4.6 to invoice@affilimoon.com email address in order to receive payment for services rendered. The invoice must include all necessary details, such as the affiliate's name, address, services provided, and the amount due, to ensure timely payment for services rendered.

4.9. Affilimoon shall pay the commission 15 days from the date it received the invoice, based on the statement provided by Affilimoon Terms and Conditions with clauses 4.3 and 4.7.

Bank Transfer

4.10. The minimum payment threshold via bank transfer is €500. If the Commission due to the Affiliate for any calendar month is less than €500, the unpaid Commission will be carried over to subsequent months until the threshold is reached.

4.11. Affilimoon will not be held responsible for any loss of funds, delay in payments, bounce-back fees, or any other issues that may arise if the payment details are not up to date by the given time frame.

4.12. The Affiliate's banking details must match those in the Affiliate invoice, Supplemental Agreement, and Affiliate Account. Any changes required by the affiliate in terms of banking details must be communicated to Affilimoon via email at support@affilimoon.com. Affilimoon may request supporting documentation to update banking details in the Affiliate Account.

4.13. If an Affiliate provides incorrect bank details and a payment is unsuccessful and returned to our Affiliates by its bank payment processor, Affilimoon will investigate and notify the Affiliate and request corrected bank account details. Such unsuccessful payments will only be credited to the Affiliate´s corrected account details once our Affiliates has been notified by its payment processor that the payment has been successfully retrieved. The Affiliate will have the bank charges associated with any such error deducted from its Commission.

Crypto Payments

4.14. The minimum payment threshold via cryptocurrency is EUR 200. If the Commission due to the

4.15. Affiliate for any calendar month is less than EUR 200, the unpaid Commission will be carried over to subsequent months until the threshold is reached.

4.16. Affilimoon shall not be responsible for any loss or damage arising from the Affiliate's failure to provide accurate cryptocurrency wallet details. Any funds transferred to an incorrect wallet due to the Client's error shall be considered lost and unrecoverable. Affilimoon will not compensate the Affiliate for such losses.

4.17. Once a cryptocurrency transaction has been initiated, it cannot be reversed or canceled. Affilimoon has no obligation to retrieve funds sent to an incorrect wallet address provided by the Affiliate. The Affiliate acknowledges and accepts that any monies transferred to an incorrect wallet address due to the Affiliate's mistake are permanently lost.

4.18. The Affiliate acknowledges and accepts the inherent risks associated with cryptocurrency transactions, including the risk of loss due to incorrect wallet details. The Client agrees to exercise caution and diligence when providing wallet information and initiating transactions.

General Payments Terms

it believes or suspects that any transaction or other activity relating to any Link, the Affilimoon Website, the Affiliate Website, or any Brand Website is suspicious, fraudulent and/or involves or may involve financial crime or similar activity; or
there is a breach or suspected breach of clause 17 by the Affiliate. In such event, Affilimoon reserves the right to retain any revenues relating to that transaction or activity and any other revenues relating to the Affiliate.

4.20. The Affiliate shall be entitled to receive the Commission exclusively for real-money customers. Affiliates will earn lifetime standard commission for the referred customers. The commission is offered on a lifetime basis as long as the Affiliate keeps promoting Affilimoon brands, and Affiliate Marketing channels remain updated and operative.

4.21. Where the arrangement is based on a Revenue Share, if no gaming revenue is generated for a continuous period of 30 days (i.e. two consecutive months), your account will become dormant. If no new First Time Depositor is sent within the subsequent 30 days, thereafter, any funds remaining in your account will be removed and your account will be closed. Depending on the Affiliate traffic source, this terms can be annulled after Affilimoon approval and agreed on a Supplemental Contract between the Affiliate and Affilimoon.

Adjustments

4.22. Payout balance Commissions may be adjusted after the close of a calendar month and prior to the payout of the affiliate's monthly commission. These adjustments can occur due to late player fraud detection, player chargebacks, or other exceptional reasons.

4.23. In such cases, Affilimoon will pay the Affiliate Commission after making any necessary balance adjustments.

4.24. If Affilimoon has already paid the Affiliate Commission and later detects the need for a balance adjustment, the adjustments will be applied to the next positive commission due to the Affiliate.

4.25. In the event that the Affiliate fails to generate a positive commission within 3 months, Affilimoon may terminate this Agreement.

4.26. We are committed to transparency and will always inform the Affiliate of the reason for any balance adjustment. An email will be sent to the address registered with the Affilimoon affiliate's account within five (5) business days of the decision to adjust the balance. The notification will include a detailed explanation of the reason for the adjustment, the amount adjusted, and any relevant documentation supporting the decision if applicable.

5. AFFILIATE IDENTITY

5.1. Verification of Identity. It is our policy to prohibit and actively prevent money laundering and any activity that facilitates money laundering or funding of terrorist or criminal activities. We will verify your identity through the information provided by you and by obtaining information from public sources and data.

5.2. Supporting Documentation. You agree to provide us any supporting documents in case to be requested by us. You are aware that we have the right to delay payments if supporting documents are not provided. Supporting documents may include any or all the following for individuals: valid passport or ID copy; a copy of a utility bill; and a copy of a bank statement. For a company, supporting documentation may include a copy of the company’s certification of incorporation; articles of association (or equivalent document); a certificate of good standing; power of attorney; and information regarding the identity of the beneficiary owner of the company and the identity of the directors of the company.

5.3. Failure to Provide Documentation. Should you fail to provide the documentation as set out in 5.1 and 5.2 above, then your registration with our Affiliates will be automatically rejected. Should you fail to provide any further supporting documentation as we may require during our relationship with you, then we reserve the right to immediately terminate this agreement and will withhold any monies due to you

6. AFFILIATE OBLIGATIONS

6.1. The Affiliate shall provide the Services in accordance with Good Industry Practice.

6.2. The Affiliate shall meet and maintain all Player registration requirements relating to the Brand Websites (including that the Affiliate must be at least 18 years of age to register as a Player of the Brand Websites).

6.3.The Affiliate shall not provide the information of another person with the intention of impersonating that person or deceiving our Affiliates or other affiliates as to its true identity.

any of the Brand Marks; and/or
any of the Prohibited Terms.

6.5. The Affiliate shall not use misleading Links or Promotional Content or cause any Links to open in an end user´s browser other than because of the end user making a Valid Click.

apply for, or obtain, registration of any of the Brand Marks or Prohibited Terms for any goods and services anywhere in the world.
apply for, or obtain, registration of any trademark or service mark anywhere in the world which consists of, includes, or is confusingly similar to the Brand Marks or Prohibited Terms or any of them; or
apply for, or obtain, registration of any domain name or sub-domain anywhere in the world which consists of, includes, or is confusingly similar to the Brand Marks or Prohibited Terms or any of them.

6.7. In such a case described in caluse 6.4 and 6.5, Affilimoon may in its sole discretion, withhold all Commission payments that may be due to the Affiliate.

6.8. Except as expressly set out in this Agreement, the Affiliate shall not use in its business (including as, or as part of, its corporate or trading name or logo), or on or in relation to the Affiliate Marketing Channels, any trademark or service mark which consists of, includes or is confusingly similar to any of the Brand Marks or Prohibited Terms.

6.9. The Affiliate shall not copy and shall otherwise ensure that the Affiliate Marketing Channels does not have the look and feel of, the whole or any part of any of the Affilimoon Brand Websites.

6.10. The Affiliate shall not use any promotional content or hyperlinks of any kind (other than Promotional Content or Links) in relation to a Affilimoon Brand Websites.

6.11. The Affiliate shall not place or send any Links or Promotional Content in newsgroups, sms or unsolicited email.

6.12. If any form of spam is sent (or alleged to have been sent) by or on behalf of an Affiliate, Affilimoon may, at its sole discretion, terminate this Agreement (and all other agreements with such Affiliate) immediately on written notice to the Affiliate and withhold all funds then due. Affilimoon may incur expenses in dealing with complaints and other issues arising from any spam generated mail sent by or on behalf of the Affiliate and these expenses may, at our sole discretion, be deducted from the Commission. Should these expenses not be covered by the Commission, the Affiliate hereby agrees to indemnify and hold harmless Affilimoon from and against all losses, damages, costs, expenses, liabilities, and claims (including reasonable legal expenses) incurred by or awarded against our Affiliates due to or in connection with any breach by the Affiliate of this clause 6.12.

7. AFFILIATE ACCOUNTS

7.1. The Affiliate shall be responsible for maintaining the confidentiality of its email, password and all usage and activity on its our Affiliates account, including use of such account by a third party authorised by the Affiliate to use its account.

7.2. The Affiliate shall notify Affilimoon by email at support@affilimoon.com of any known or suspected unauthorised uses of its account, or any known or suspected breach of security, including loss, theft, or unauthorised disclosure of its email and/or password.

7.3. The Affiliate agrees that our Affilimoon may rely on any data, notice, instruction, or request furnished to it by the Affiliate or by a person reasonably believed by our Affiliates to be authorised to act on the Affiliate´s behalf.

7.4. Affiliate can only possess both an affiliate and a player account as long as the player account is separated from their affiliate account.

8. DATA PROTECTION AND MARKETING

You shall always comply with the Data Protection Legislation including, without limitation, ensuring that Affiliate Personal Data:
is collected fairly, lawfully and transparently;
processed in accordance to a lawful condition as set out in the ; and

is protected from loss, theft, accidental destruction or unauthorised access by implementing appropriate technical and organisation measures in respect of such personal data.

8.2. You warrant that all direct marketing sent to Affiliate Personal Data shall only be done so where such individuals have given valid consent to receive such marketing communication as required by the Data Protection Legislation. Valid consent shall include data subjects’ opt-in to such marketing and data subjects’ being informed that they shall receive marketing relating to our Sites (identified either specifically or, at the least, by its industry).

8.3. You warrant that all direct marketing sent to Affiliate Personal Data shall include an opportunity for such persons to opt-out of all future direct marketing.

8.4. You warrant that you will not send direct marketing to any potential Affilimon Brand user using Personal Data if they have not provided valid consent to receive such marketing or if they have unsubscribed from direct marketing.

8.5. You shall notify us immediately in the event that you breach (or suspect that you have breached) any of the warranties in this clause 8.

8.6. You shall notify us immediately in the event that any potential or Affilimon Brand user makes a complaint to you, or where any competent data protection regulator contacts you, in respect of direct marketing or your processing of such personal data.

8.7. You shall, within five (5) days upon request by us, provide a copy of all Personal Data used for the sole purpose of us identifying and removing any individuals from our internal Data Base (acting reasonably and in good faith) do not consider it appropriate to contact (whether in respect of direct marketing and otherwise). You shall not contact such individuals notified to you by us.

8.8. We may, from time to time, request that you provide evidence of your compliance with this clause 8 and you shall provide such evidence within five (5) days of receipt of such request.

8.9. You shall ensure that all processors acting on your behalf pursuant to this Agreement are bound by contractual terms no less onerous than the standards prescribed by the Data Protection Legislation.

8.10. You shall provide us with all such assistance as necessary in respect of data breaches, claims and requests for information made against us in respect of any communications sent by you pursuant to this Agreement, in particular, any investigations made by a competent data protection regulator.

8.11. You shall ensure that any communications sent by you or any of your processors are duly tagged to allow tracking in the event that they are forwarded to us as part of a complaint.

9. WARRANTIES

9.1. Each party represents and warrants to the other that it has and will retain throughout the Term all right, title and authority to enter into this Agreement, to grant to the other party the rights and licences granted in this Agreement and to perform all its obligations under this Agreement.

the Affiliate Marketing Channels, any content thereon, and any domain name or sub-domain associated with the Affiliate Marketing Channels:
is not aimed at children;
does not contain any Prohibited Material or (other than as permitted by this Agreement any Brand Mark or Prohibited Term;
does not infringe the rights (including the Intellectual Property Rights) of any third party; and
is solely owned and/or controlled by the Affiliate;
it shall always comply with any and all applicable Brand Guidelines;
it has obtained and shall maintain all necessary registrations, authorisations, consents, and licences to enable it to fulfil its obligations under this Agreement;
it shall perform its obligations under this Agreement in accordance with Good Industry Practice;
it shall not make, and shall procure that none of its employees make, any defamatory or derogatory statements about, or take part in any activities which are or might reasonably be perceived to be derogatory of or detrimental to the reputation of any of the Brand Websites or Affilimoon.
it shall comply with all applicable laws, including Data Protection Laws;
it has not violated any applicable laws;
it shall not intercept or complete any registration form submitted by Players or potential Players to Affilimoon (and/or any other communications between any such persons and Affilimoon) ;
it shall not intercept, redirect, or otherwise interfere with traffic from the website of any other our Affiliates affiliate; and
all information it submits to our Affiliates on the application form and in all other communications between the parties is complete and accurate;
it will not make any application to register any trade or service mark, business name, company name, domain name or sub-domain which consists of, includes or is confusingly like any Brand Mark or Prohibited Term.

our Affiliates Website or the Brand Websites will be uninterrupted or error-free;
that defects on or in the Affiliates Website or the Brand Websites will be corrected;
there are no viruses or other harmful components on or in the Affiliates Website or the Brand Websites;
the security methods employed on or in the Affiliates Website or the Brand Websites will be sufficient;
any content on the Affiliates Website or the Brand Websites is correct, accurate, or reliable; or
the Affilimoon Website, Brand Marks, Links, Promotional Content and the Brand Websites will not infringe the Intellectual Property Rights of any third party.

10. INDEMNITY

any breach by the Affiliate of any of the warranties set out in clause 9 (Warranties);
any breach by the Affiliate of clauses 6.1 to 6.12 (inclusive) (Affiliate Obligations), clause 12 (Grant of Rights) or clause 14 (Regulatory Matters);
any act or omission of the Affiliate that causes any of the Indemnified Parties to be in breach of applicable law; or
any breach by the Affiliate of any provision of this Agreement.

10.2. The Affiliate shall not use the name of any Affilimoon or its brands in any action or claim without the prior written consent of Affilimoon.

10.3. The Affiliate shall, if requested by Affilimoon, give full co-operation (at the Affiliate’s cost) to our Affiliates or any other Indemnified Party in any action, claim or proceedings in respect of which the Affiliate indemnifies the Indemnified Parties pursuant to this clause 11.

11. LIMITATION OF LIABILITY

loss arising from or in connection with loss of revenues, profits, contracts or business or failure to realise anticipated savings; or
loss of goodwill or reputation; or
indirect or consequential losses suffered or incurred by the Affiliate and arising out of or in connection with this Agreement, even if such loss was reasonably foreseeable or Affilimoon had been advised of the possibility of the Affiliate incurring it.

fraud or fraudulent misrepresentation;
death or personal injury resulting from its negligence or the negligence of its employees or agents; or
any other matter which cannot be excluded or limited by applicable laws.

11.2. The total aggregate liability of Affilimoon to the Affiliate for loss or damage under or in connection with this Agreement and in connection with any event or connected series of events shall not exceed the total Commission paid to the Affiliate by Affilimoon in the 6 months preceding the date on which the liability occurred. This clause shall not limit our Affiliates´ liability to pay any sums due to an Affiliate pursuant to clause 4.

12. GRANT OF RIGHTS

making the Tracking Links available on Affiliate Marketing Channels for the purpose of performing the Services; and
marketing the Brand Websites through Promotional Content provided by or on behalf of our Affiliates (including by emailing persons who have consented to receive such marketing), in each case solely in the manner directed or otherwise consented to in advance by our Affiliates and in accordance with all applicable laws, any and all applicable Brand Guidelines, and this Agreement.

12.2. If and to the extent that any Links and/or Promotional Content are created by or on behalf of the Affiliate, the Affiliate hereby irrevocably and unconditionally assigns to our Affiliates with full title guarantee all right, title and interest (including Intellectual Property Rights) worldwide in perpetuity in and to such Links and/or Promotional Content without restriction. The Affiliate waives all “moral rights” under the Copyright Designs and Patents Act 1988 in such Links and/or Promotional Content (and all similar or equivalent rights in any jurisdiction), and hereby grants to our Affiliates all the consents required by our Affiliates to exploit such Links and Promotional Content, without limitation so far as possible in perpetuity for any purpose. The Affiliate shall only use such Links and Promotional Content for the purpose of fulfilling its obligations hereunder and shall only do so with our Affiliates prior written consent.

12.3. The Affiliate shall not use the Brand Marks for any purpose not authorised hereunder and shall not make any alteration to or modification of any of the Brand Marks without the prior written consent of Affilimoon and/or its licensors (as applicable).

it neither has nor obtains any right, title or interest in or to the Brand Marks or Intellectual Property Rights of our Affiliates or its licensors (including any such right, title or interest as may exist in the Brand Websites, the Prohibited Terms, the Brand Marks, the Tracking Links, the Promotional Content and any Player Data); and
all right, title and interest (including goodwill) arising from the Affiliate´s use of the Brand Marks and any Intellectual Property Rights belonging to our Affiliates, or its licensors will vest in and/or accrue to our Affiliates or its licensors (as applicable). The Affiliate agrees to enter a confirmatory assignment of any such right, title, interest and/or goodwill, if requested by our Affiliates or its licensors.

12.5. The Affiliate shall not do, cause or authorise, or omit to be done, anything which in Affilimoon reasonable opinion will or may in any way impair, damage or be detrimental or adversely affect the reputation or goodwill associated with Affilimoon or any of the our Affiliates, the Brand Marks, or the Intellectual Property Rights vested in our Affiliates. The Affiliate shall not use the Brand Marks or Intellectual Property Rights in any manner likely to cause harm to the distinctive character or validity of those Brand Marks or Intellectual Property Rights.

12.6. Our Affiliates and/or its licensors shall, in their absolute discretion, decide what action to take (if any) in respect of any infringement of the Brand Marks or any Intellectual Property Rights that may from time to time be vested in any our Affiliates and/or their licensors. our Affiliates and/or its licensors shall have exclusive control over, and conduct of, all claims and proceedings arising out of or in connection with such Brand Marks and other Intellectual Property Rights and shall be entitled to retain all sums recovered in any action for their own account. The Affiliate shall not make any admissions other than to our Affiliates and/or its licensors and shall provide our Affiliates and/or its licensors with all assistance that they may reasonably require in the conduct of any claims or proceedings.

12.7. Our Affiliates and/or its licensors may at any time in their sole discretion, with or without notice to the Affiliate, and with no further liability to the Affiliate.

12.8. modify any of the Brand Marks or Brand Websites; and/or

12.8. discontinue, withdraw, terminate, or cease using any of the Brand Marks or Brand Websites included in the Affiliate Program. In such event this Agreement shall automatically terminate in relation to the relevant Brand Mark(s) and/or Brand Website(s).

12.9. The Affiliate agrees to promptly do and/or procure the doing of all things and to sign and execute and/or procure the signing and execution of all such documents and deeds as may be required in order to perfect and protect or enforce any of the Brand Marks, Brand Websites or Intellectual Property Rights of Affilimoon, any our Affiliates and/or their licensors, and to ensure that all right, title and interest (including Intellectual Property Rights) that may in this Agreement be expressed to vest in Affilimoon and/or their licensors shall so vest.

13. CONFIDENTIAL INFORMATION

13.1. Subject to clauses 14.2, each party undertakes that it will not at any time hereafter use, divulge or communicate to any person (except to its professional representatives or advisers and any employees, agents or subcontractors who need to know such information for the performance of this Agreement and provided that such party shall inform each of them of, and procure their compliance with the terms of this clause 14), the terms of this Agreement or any Confidential Information concerning the other party such other party which may have or may in the future come to its knowledge. Neither party shall use any such Confidential Information except for the performance of this Agreement.

at the time of its disclosure by the disclosing party is already in the public domain, or which subsequently enters the public domain, other than by breach of this Agreement by the receiving party;
is already known to the receiving party (as evidenced by written records) at the time of its disclosure by the disclosing party and was not otherwise acquired by the receiving party from the disclosing party under any obligations of confidence;
is at any time after the Commencement Date acquired by the receiving party from a third party having the right to disclose the same to the receiving party without breach of obligation owed by that third party to the disclosing party;
is required to be disclosed by Applicable Laws or order of a court of competent jurisdiction or government department or agency, provided that prior to such disclosure the receiving party shall, wherever possible and permitted by Applicable Laws, advise the disclosing party of the proposed form of the disclosure;
is independently developed by the receiving party without reference to the Confidential Information of the disclosing party; or
the disclosing party informs the receiving party in writing is not Confidential Information.

13.3. Our Affiliates shall be entitled to disclose Confidential Information relating to the Affiliate (which may include contact details and other Personal Data) to its licensors or other third party complainants (or their professional advisers) if Affilimoon believes (in its sole discretion), or a third party alleges, that the Affiliate: (i) has infringed the rights of our Affiliates, its licensors or any third party or has otherwise incorporated any Prohibited Material into the Affiliate Website; (ii) has registered any domain name or sub-domain in bad faith; (iii) is in breach of any Applicable Laws or regulatory requirement; or (iv) has sent or caused to be sent any form of spam.

13.4. Neither party shall make any public announcements with respect to any aspect of this Agreement or its relationship with the other party without the prior written approval of the other party for each announcement.

14. TERM AND TERMINATION

14.1. This Agreement shall commence on the Commencement Date and remain in effect until terminated in accordance with the terms of this Agreement.

14.2. This Agreement may be terminated by either Party for any reason upon 3 days´ prior written notice to Affilimoon.

14.3. If the Affiliate serves notice to terminate this Agreement in accordance with its terms, Affilimoon shall be entitled to terminate (in such notice or in a separate notice) any or all other agreements that it has with the Affiliate at the time of termination of this Agreement.

14.4. We may terminate this Agreement, without cause at any time, upon written notice to you. We may send such written notice via email to such email address, you have provided to us.

14.5. Without prejudice to the generality of the foregoing, we may terminate this Agreement if we determine (in our sole discretion) that your Affiliate Channel(s) is/are unsuitable or no profitable for Affilimoon Brand Websites. Unsuitable sites include, but are not limited to, those that: are aimed at children or vulnerable adults, display pornography or other illegal sexual acts, promote violence, promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, promote illegal activities or violate intellectual property rights.

14.6. Either party may terminate this Agreement immediately on written notice if the other party commits a material breach of any term of this Agreement that is irremediable or, if remediable, is not remedied by the other party within 7 days of the day on which such breach first occurred.

If Cetus Technology becomes insolvent or unable to pay its debts within the meaning of section 10 Insolvency Curaçao Bankruptcy Decree 1931 or any statutory modification or re-enactment thereof or equivalent provision in another jurisdiction; or
any step, action, application, order, proceeding or appointment is taken or made by or in respect of the other party in relation to the whole or any part of its undertaking for a voluntary arrangement or composition or reconstruction of its debts, a distress, execution, composition or arrangement with creditors, or winding-up, dissolution, administration, receivership (administrative or otherwise) or bankruptcy or ceasing or threatening to cease to do business, or an analogous event occurs to the other party in any jurisdiction to which it is subject.
For the avoidance of doubt, termination of the Agreement will automatically end the Affiliate’s participation in the entire Affiliate Program and revocation of all privileges and licences granted hereunder. In particular: The Affiliate shall no longer be entitled to derive any further Commission, although subject to the terms of this Agreement, we shall pay to you the Commission accrued prior to the date of termination;
The Affiliate shall no longer be able to access the Brand Websites or the relevant part of it except when authorised to do so by us for a specific purpose;
The Affiliate must remove from the Affiliate Website and cease to use and/or distribute (in any way) all relevant Brand Marks and Promotional Content, and disable all relevant TrackingLinks;
The Affiliate shall immediately stop promoting the Brand Websites and all rights and licences given to you under this Agreement will terminate immediately.
Within 5 days of termination of this Agreement in its entirety, the Affiliate must immediately return to Affilimoon or (in our Affiliates´ sole discretion) destroy or permanently delete all the property in the Affiliate´s possession or under its control that either
belongs to Affilimoon, and our Affiliates contains any Confidential Information of our Affiliates or any our Affiliates;
You will return to us any Confidential Information and all copies of it in your possession and control, and will cease all uses of all Intellectual Property Rights.

14.8. For the avoidance of doubt termination will not release You from any liability arising from any breach of this Agreement that occurred prior to termination.

14.9. If our Affiliates terminates this Agreement or any part of it, Affilimoon retains the right to withhold Commission otherwise payable to the Affiliate in respect of the month in which such termination occurs and which relates to that portion of the Agreement that has been terminated.

14.10. After termination, the Affiliate will not be entitled to Commission with respect to Players registered before, on or after the date of termination of this Agreement.

14.11. If our Affiliates continues to permit Players who have clicked on Links to register with the relevant Brand Website after termination, this will not constitute a continuation or renewal of this Agreement or a waiver of termination.

15. REGULATORY MATTERS

15.1. The Affiliate shall provide such information to Affilimoon as any such party may reasonably require to satisfy any information reporting, disclosure and other related obligations to any Gaming Authority from time to time. The Affiliate shall cooperate with requests, inquiries, investigations, and the like of any Gaming Authority in connection with the performance of this Agreement, including the disclosure of information to any Gaming Authority that would otherwise be considered confidential pursuant to clause 14 of this Agreement.

15.2. Affilimoon shall be entitled to terminate this Agreement immediately on notice to the Affiliate if, in such party’s reasonable opinion, the Affiliate is in breach of any relevant advertising law, regulation or code of practice and the Brand Guidelines.

15.3. No payments or undue financial or other advantage of any kind shall be made by the Affiliate or its personnel, directly or indirectly, to any entity, government, corporation, or other person for the purpose of improperly influencing the consideration of applications for a business activity or the receipt of any other benefits, including the obtaining or retaining of business. The Affiliate shall:

15.4. Comply with all applicable laws, statutes and regulations relating to anti-bribery and/or anti-corruption.

16. RESTRICTED JURISDICTIONS

16.1. Affilimoon brands player country restriction: We cannot open player accounts, or process bets or financial transactions, for individuals residing in: Afghanistan, Azerbaijan, Bangladesh, Belarus, Bosnia & Herzegovina, Burundi, Brunei, Cambodia, Central African Republic, Cyprus, Democratic People's Republic of Korea (DPRK – North Korea), Democratic Republic of the Congo, Georgia, Guinea, Guinea-Bissau, Haiti, Iran, Iraq, Israel, Japan, Lebanon, Libya, Mali, Moldova, Montenegro, Myanmar (Burma), Nicaragua, Pakistan, Russian Federation, Serbia, Singapore, Somalia, South Sudan, Sudan, Syria, Tunisia, Turkey, Ukraine, United States of America, Venezuela, Yemen, Zimbabwe, Sri Lanka, Austria, Belgium, Bulgaria, Croatia, Denmark, Estonia, Finland, France, Germany, Italy, Poland, Romania, Spain, United Kingdom, Panama, Curacao, The Netherlands, Dutch West Indies, Australia. We reserve the right to amend the list of countries from which it will not open accounts, or process bets or financial transactions from time to time at its sole discretion. If you open or use the Website while residing in a Restricted Jurisdiction: your account may be closed by us immediately; any winnings and bonuses will be confiscated and remaining balance returned (subject to reasonable charges), and any returns, winnings or bonuses which you have gained or accrued will be forfeited by you and may be reclaimed by us; and you will return to us on demand any such funds which have been withdrawn.

16.2. You should not advertise in the Dutch Language or any websites with a .NL extension (TLD) or use any promotional material that is typically associated with the Netherlands, for example, Dutch Flags, Tulips, Clogs, Stroopwafels, Windmills or payment methods used primarily by Dutch residents or other recognisable symbols.

17. MISCELLANEOUS

17.1. Nothing in this Agreement is intended to or shall operate to create a partnership or joint venture of any kind between the parties, or to authorise any party to act as agent for any other, or create an employee-employer relationship, and no party shall have authority to act in the name or on behalf of or otherwise to bind any other in any way or to hold itself out in its advertising or otherwise in any manner which would indicate or imply any such relationship with the other unless expressly provided otherwise in this Agreement.

17.2. Unless expressly so agreed, no modification or variation of this Agreement shall constitute or be construed as a general waiver of any provisions of this Agreement, nor shall it affect any rights, obligations or liabilities under this Agreement which have already accrued up to the date of such modification or waiver, and the rights and obligations of the parties under this Agreement shall remain in full force and effect, except and only to the extent that they are so modified or varied.

17.3. In no event will any delay, failure or omission (in whole or in part) in enforcing, exercising or pursuing any right, power, privilege, claim or remedy conferred by or arising under this Agreement or by law, be deemed to be or construed as a waiver of that or any other right, power, privilege, claim or remedy in respect of the circumstances in question, or operate so as to bar the enforcement of that, or any other right, power, privilege, claim or remedy, in any other instance at any time or times subsequently.

17.4. Notwithstanding the covenants for title made in clause 13.2, the Affiliate shall at the cost and expense of our Affiliates execute or cause to be executed all such other documents and do or cause to be done all such further acts and things consistent with the terms of this Agreement as our Affiliates may from time to time reasonably require in order to vest in and secure to our Affiliates and its successors in title the full benefit of the assets, rights and benefits to be transferred or granted to Affilimoon under this Agreement and for the protection and enforcement of the same and otherwise to give full effect to the terms of this Agreement.

17.5. This Agreement constitutes the entire agreement and understanding of the parties relating to the subject matter of this Agreement and supersedes any previous agreement or understanding between the parties (or any of them) in relation to such subject matter. In entering into this Agreement, the parties have not relied on any statement, representation, warranty, understanding, undertaking, promise or assurance (whether negligently or innocently made) of any person (whether party to this Agreement or not) other than as expressly set out in this Agreement. Each party irrevocably and unconditionally waives all claims, rights, and remedies which but for this clause it might otherwise have had in relation to any of the foregoing.

17.6. Save as set out in clause 17.7, neither party shall without the prior written consent of the other party (such consent not to be unreasonably withheld, conditioned or delayed) assign at law or in equity (including by way of a charge or declaration of trust), sub-license or deal in any other manner with this Agreement or any rights under this Agreement, or sub-contract any or all of its obligations under it or purport to do any of the same. Any purported assignment in breach of this clause shall confer no rights on the purported assignee.

17.7. The Affiliate shall not be entitled to sub-contract, assign or sub-licence any of its rights or obligations under this Agreement without obtaining the prior written consent of Affilimoon. our Affiliates shall be entitled to sub-contract any or all of its obligations and/or sub-license or assign any or all of its rights under this Agreement at any time.

17.8. If any provision of this Agreement shall be found by any court or administrative body of competent jurisdiction to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions of this Agreement which shall remain in full force and effect. If any provision of this Agreement is so found to be invalid or unenforceable but would be valid or enforceable if some parts of the provision were deleted, the provision in question shall apply with such modification(s) as may be necessary to make it valid.

17.9. This Agreement is for commercial use only, and neither the Affiliate nor its employees, or their family members, friends or associates may make purchases, directly or indirectly, through the Links for its or their own personal use or to fraudulently increase the Commission or for other fraudulent purposes.

17.10. Affiliates will not knowingly benefit from known or suspected traffic not generated in good faith whether it actually causes damage to Affilimoon. Our ffiliates reserves the right to retain all amounts due to the Affiliate under this Agreement if it has reasonable cause to believe that such traffic has been caused with the Affiliate´s knowledge. Even if the Affiliate has not knowingly generated such traffic, our Affiliates reserves the right to withhold the Commission with respect to such traffic.

17.11. Affilimoon reserves the right to change, modify, add or remove portions of this Agreement at any time and may add to, change, suspend or discontinue any aspect of the Affiliate Program at any time. Our Affiliates recommends that the Affiliate checks this Agreement for changes regularly. The Affiliate may either agree to such changes or terminate this Agreement in accordance with the terms of this Agreement.

if delivered personally by hand, on the day and at the time of delivery if delivered between 09.00 and 17.00 on any working day and otherwise at 09.00 on the next working day;
if sent by first class recorded delivery (including special delivery), at 09.00 on the 2nd working day after posting;
if sent by prepaid first class recorded airmail, at 09.00 on the 5th working day after posting; and
if sent by courier, at the time of signature on the courier´s receipt if delivered at or before 17.00 on any working and otherwise at 09.00 on the next working day.

18. GOVERNING LAW AND JURISDICTION

18.1. The validity, construction, and performance of this Agreement (and any claim, dispute or matter arising under or in connection with it or its enforceability or formation) shall be governed by and construed in accordance with the laws of Curacao.

18.2. Each party irrevocably submits to the exclusive jurisdiction of the courts of Curacao over any claim, dispute or matter arising under or in connection with this Agreement (including non-contractual disputes or claims) or its enforceability or formation or the legal relationships established by this Agreement and waives any objection to proceedings in such courts on the grounds of venue or on the grounds that proceedings have been brought in an inconvenient forum.