TERMS OF SERVICE

LAST UPDATED: 20 August, 2025

PLEASE READ THESE TERMS OF SERVICE CAREFULLY AS THEY CONTAIN IMPORTANT INFORMATION REGARDING LEGAL RIGHTS, REMEDIES AND OBLIGATIONS. You should print off and/or save a copy of these Terms and Conditions (“Terms”) for your records.

This Affiliate Agreement (“Agreement”) contains the complete terms and conditions between SureWin Partners (“Us” or “Our” or “We”) and the individual or organization (the “Affiliate” or “You” or “Your”) participating in the SureWin Partners Affiliate Program (the “Program”).

DEFINITIONS AND APPLICATION OF TERMS

  1. The following definitions shall apply in these Terms:
    • “Affiliate Player” player registered with a Client Website and tagged to an Affiliate;

    • “Clients” online gaming operators who have instructed SureWin Partners to operate the Program on their behalf;

    • “Client Brands” the brands of the Clients (whether or not included within the Program) including but not limited to all brand treatments, logos, slogans, trademarks and further including all Intellectual Property Rights in and to the foregoing and expressly including the goodwill and reputation subsisting therein throughout the world;

    • “Client Website” any and all of the URLs owned or operated by the Clients and any other websites that SureWin Partners deems relevant to these Terms in its sole discretion;

    • “Intellectual Property Rights” means patents, inventions, utility models, petty patents, registered and unregistered design rights, Know-how, copyrights, semi-conductor topography rights, rights of extraction relating to databases, the right to use software, marks, trademarks, trading name, domain names and all other similar proprietary rights which may subsist in any part of the world including, where such rights are obtained or enhanced by registration, any registration of such rights and applications and rights to apply for such registrations;

    • “Know How” means confidential industrial and technical information and techniques in any form (including paper, electronically stored data, magnetic media, film and microfilm) including (without limiting the foregoing) drawings, formulae, test results, reports, project reports and testing procedures, instruction and training manuals, tables of operating conditions, specifications, tables and procedures;

    • “Sub-Affiliate” means a new registered Affiliate that has been directed to the program by a currently active Affiliate.

The program is managed by SureWin Partners on behalf of its Clients.

1.1 These Terms apply to an Affiliate’s application to, or participation in, the Program.

1.2 An Affiliate may not apply to or participate in the Program unless they accept the Terms.

1.3 An Affiliate may not apply to or participate in the Program if they are not of legal age to form a binding contract with SureWin Partners, or are otherwise precluded from participating in the Program under the laws of the country in which they are resident.

1.4 The Terms shall be deemed accepted by an Affiliate upon (i) submission of an application to participate in the Program; or (ii) continued participation in the Program.

1.5 SureWin Partners may make changes to the terms and conditions from time to time, and SureWin Partners will make a new copy of the terms and conditions available at www.surewinpartners.net. Affiliates understand and agree that if they continue to participate in the Program after the date on which the Terms have changed, they are deemed to have affirmatively accepted the updated Terms. An Affiliate must regularly check these Terms to determine whether they have been updated and SureWin Partners is under no obligation to inform an Affiliate when the Terms have been updated. When SureWin Partners posts changes to the Terms, the “Latest Update” date at the top of Terms will be updated. If an Affiliate elects not to continue to participate in the Program following such changes, such Affiliate must inform SureWin Partners in writing via support@surewinpartners.com that they wish to cease participating in the Program. In such circumstances, the provisions governing termination with notice (see clause 80) shall apply.

1.6 Modifications may include, but are not limited to, changes to the list of the Client Brands, the scope of available Commission fees or schedules and payment procedures. If any modification is unacceptable to You, Your sole recourse is to terminate this Agreement and Your continued participation in the SureWin Partners Affiliate Program.

ENROLLMENT IN THE AFFILIATE PROGRAM

2. To become an Affiliate of SureWin Partners, you must register as an Affiliate by completing the Program application form. By registering as an Affiliate, You are deemed to have agreed to be bound by all the terms and conditions set out in this agreement. We will evaluate your application in good faith and will notify You of Your acceptance or rejection in a timely manner.

3. We may reject Your application, or terminate this agreement, if Your site is deemed unsuitable. Unsuitable sites may include those that promote sexually explicit materials, are targeted towards children or minors, promote violence, promote discrimination based on religion, race, nationality, sex, creed, disability, sexual orientation, promote illegal activities, or violate intellectual property rights. This also includes any infringement of trademark rights of Ours or any third party, including stolen content and design that may violate the rights of any third party.

4. By submitting an application to be registered as an Affiliate, You:

4.1 Warrant that You are over the age required by law in Your jurisdiction for entering into a legally binding contract and that You are not aware of any lawful impediment precluding You from entering into this agreement;

4.2 Warrant that the information with which You provide Us upon registration is complete, current, valid and honest;

4.3 Warrant that, in the event that You are registering a juristic or corporate entity as an Affiliate, You have the full right, power and authority to enter into this Agreement on behalf of such entity;

4.4 Warrant that, in the event that You are registering a juristic or corporate entity as an Affiliate, You have the full right, power and authority to enter into this Agreement on behalf of such entity.

APPLICATION FORM

5. On submitting Your application to become an Affiliate of SureWin Partners, You will provide Us with the main domain(s) You intend to use for marketing in this program and upon request by Us, provide information on all other marketing methods You intend to utilize. Failure to accurately disclose any of this information may be cause to terminate Your Affiliate Account.

6. The Company reserves the right to request any relevant documentation from You in evaluating your application for any reason, including, but not limited to, verifying Your identity and registration details (such as company name and address).

7. Affiliates shall not attempt to open more than one Affiliate account without prior written consent from the Company.

8. It is Your responsibility to keep Your Affiliate Account login and password secure. We are not responsible for any losses that may arise from anyone accessing Your account.

MARKETING COLLATERAL

9. If You are accepted into the Program, the Company will make available to You banner advertisements, button links, text links and other content as determined by the Company which will be associated with You in the Program, all of which shall relate and link specifically to the Sites (collectively referred to hereinafter as the “Marketing Collateral”).

10. You may utilize and display such Marketing Collateral on your Affiliate Website(s) provided that You: (i) only do so in accordance with the terms of this Agreement; and (ii) possess the legal right to use the Affiliate Websites.

11. You agree to cooperate fully with the Company in utilizing and maintaining links and other promotional tools as supplied by SureWin Partners. Furthermore, an Affiliate agrees to:

11.1 Utilize the entire code for the banner advertisements, button links, text links and other content (including the tracking   codes therein) and shall not in any way alter or remove any part of the code;

11.2 Display on the Affiliate’s website(s) only those graphical or textual images that are provided by the Company;

11.3 Update such images with new images provided by the Company from time to time throughout the term of this Agreement;

11.4 Display such graphic and/or textual images prominently in relevant sections of Affiliate’s website(s); and

11.5 Remove any such graphic and/or textual images from an Affiliate website as directed by the Company from time to time throughout the term of this Agreement.

12. An Affiliate shall use its best endeavours to actively and effectively advertise market and promote a Client Website as widely and aggressively as possible in order to maximize the financial benefit to both the Affiliate, the Client and the Client Brand. From time to time, SureWin Partners may issue notifications to Affiliates setting out any jurisdictions from which it will not accept players (a “Restricted Jurisdiction Notice”). An Affiliate shall not engage in advertising, marketing and promotional efforts which violates the terms of any Restricted Jurisdiction Notice. Restricted jurisdictions may consist of countries or states within countries so Affiliates must use all reasonable endeavours to remain informed on which jurisdictions are restricted jurisdictions. An Affiliate shall only engage in advertising, marketing and promotional efforts which reflect positively upon the business reputation of a Client and the Client Brand.

13. In the event You desire to offer certain incentives to potential Referred Players, you are required to receive Our prior written approval for such incentives prior to Your commencement of such activity. And in the event You do not receive such approval and offer such incentives, You shall not be permitted to receive any commissions generated on account of Referred Players who have become such in connection with the unapproved incentives. SureWin Partners reserves the right to terminate the Agreement should the Company deem that these terms have been breached by the Affiliate.

14. In Using the Marketing Collateral, You agree that You will cooperate fully with Us in order to establish and maintain such Marketing Collateral.

15. You may not modify any Marketing Collateral, unless You have received prior written consent from Us to do so. If the Company determines that Your use of any Marketing Collateral is not in compliance with the terms of this Agreement, it may take measures as to render such Marketing Collateral inoperative. You may not advertise the Sites in any way not approved in advance by the Company in writing.

16. You are not authorized to use any software such as spiders, crawlers, bots or similar, to access any of Our Client Brands’ websites or the Company’s websites.

17. You may not advertise Our sites in any other way including, without limitation, the use of spam e-mails.

18. As an Affiliate, You will be responsible for promoting the Participating Sites by implementing the advertising banners and special tracking URLs (provided by Us and identifying all traffic generated by You as having been directed to Us by You) on Your Sites, in Your e-mails and in any other communication.

19. Only properly tagged Players can be assigned to an Affiliate. Should Your tag be improperly inserted into marketing material, whether Your Site or otherwise, or not properly received by the Our servers, the resulting Player registration and purchases will not be assigned to You.

20. You must ensure that any marketing material on your website(s) are not violating copyright or intellectual property.

21. We are not responsible for loss or injury caused by negligent use of Our Marketing Collateral, whether they are dated or outdated.

22. We will not be liable for interruptions or errors caused by Our or our Clients’ websites and systems. Where possible, We will do our utmost to notify You of any known or scheduled interruptions.

LEADS & REAL MONEY PLAYERS

23. SureWin Partners assumes ownership of potential Players at point of first official contact with the visitor referred by You.

24. Each Client Brand website will register Affiliate Players with an account. By opening an account with a Client Brand Website, each Affiliate Player agrees that all of such Client websites’ applicable rules, policies and operating procedures will apply to them. Each Client website reserves the right to refuse Affiliate Players or close their accounts if necessary in its discretion.

25. SureWin Partners will track Affiliate Players’ play on behalf of each Client and will supply reports summarizing customer activity to the Affiliate. The form, content and frequency of the reports may vary from time to time in SureWin Partners’ sole discretion.

26. You act as a referring agent for SureWin Partners in this regard. We reserve the right to refuse Players (or to close their accounts) if necessary to comply with any requirements that may periodically be established.

27. A “Lead” is a distinct internet user who, during the term of this Agreement: (i) accesses one of the Sites within the SureWin Partners Program directly through Marketing Collateral which is published by you on your Affiliate Website(s) or otherwise distributed by you in accordance with this Agreement; and (ii) then registers a new user account with that Site; and (iii) deposits to that account an amount at least equal to the minimum deposit limit required for the Site. For the avoidance of doubt, an internet user shall not qualify as a Lead for a Site if that user has previously registered an account with that Site.

28. A “Real Money Player” is an internet user that qualifies as a Lead, and in addition:

28.1 in respect of CPA trackers and where there is a CPA component in a hybrid tracker: meets any other qualification criteria based on gaming activity/minimum deposit requirements which the Company may apply from time to time,or

28.2 in respect of revenue share trackers, makes a real money bet on any of the Sites.

29. Neither you nor any of your relatives (or where the person entering into this Agreement is a legal entity, neither the directors, officers nor employees of such company or the relatives of such individuals) are eligible to become Leads or Money Players. Should you or any of your relatives attempt to do so the Company may terminate this Agreement and retain all Commissions otherwise payable to You. For the purposes of this clause, the term “relative” shall mean any of the following: spouse, partner, parent, child or sibling.  For the avoidance of any doubt, Affiliates who share the same personal/company details, including but not limited to, last name, email address, IP address, website details, or commission payment details, as their referred customer will be deemed to have made a “Self-Referral.” Referral commission and any earnings associated with this type of “Self-Referral” will not be paid. SureWin Partners, in its sole discretion will determine the classification of any referral as a “Self-Referral.” Please note that this self-referral also includes sub-Affiliate self-referrals, Meaning, no Affiliate is permitted to sign-up through their own Sub-Affiliate tracking link for the purpose to earn revenue from their own Affiliate account.

30. The Company has a strict no “Self-Referral” policy, meaning no Affiliate is permitted to sign-up through their own Affiliate tracking link for the purpose to earn revenue from their own player account. This also includes sub-Affiliate self-referrals, meaning no Affiliate is permitted to sign-up through their own Sub-Affiliate tracking link for the purpose to earn revenue from their own Affiliate account.

31. The number of Leads per individual household computer, tablet device and mobile device is strictly limited to one.

32. You acknowledge and accept that the Company’s calculation of the number of Real Money Players and amount of Net Revenue shall be the sole and authoritative measurement and shall not be open to review or appeal. The Company shall notify You of the number of Real Money Players and amount of Net Revenue through the SureWin Partners site. It should be noted that the SureWin Partners website is intended for informational purposes only, on an “as-is” basis and is not to be relied upon for any other purpose, including calculation of Commission as it is provided on a dynamic basis. In case of discrepancy between the data provided through the SureWin Partners site and the Company’s records, the Company’s records shall have priority.

33. To ensure accurate tracking, reporting and Commission accrual, You are responsible for ensuring that the Marketing Collateral, linking your Affiliate websites and the Client sites, are properly formatted throughout the term of this Agreement.

34. SureWin Partners has no obligation to retag any Affiliate Players with incorrect or incomplete tracking information to the proclaimed Affiliate’s account.

35. It is the responsibility of the Affiliate to ensure that the correct tracking is utilized on its website. SureWin Partners will not change the Affiliate tracking identifier for Affiliate Players resulting from incorrect or incomplete tracking.

36. SureWin Partners is not responsible for Commission Fees generated from Affiliate Players with incorrect or incomplete tracking information.

37. An Affiliate shall not offer any incentives to their referrals outside what is offered by the Clients’ Brands. This includes but is not limited to cashback, rakeback, insurance, or anything where a referral is compensated outside the normal incentives offered by the operator site or without prior written consent of the Company and its Clients.

COMMISSION

38. SureWin Partners will pay commissions as published on Our website by default. If the scheme that applies includes a revenue share component, You will receive the applicable share of Net Revenue as such term is defined below.

39. Net Revenue is defined as:
39.1 On Sportsbook activities: all gross monies from bets made by Referred Players less; monies paid out as winnings, fraud, Chargebacks, bonuses, processing costs, and other incentives offered to the Referred Player.
39.2 On Casino activities: total wagers made by Referred Players less; payouts, progressive contributions (on network progressive games only), Chargebacks, bonuses, fraud, processing costs and other incentives offered to the Referred Player as well as vendor costs as determined from time to time by Us.

40. The Company reserves right to offer different commission structures and revenue models in respect of different Affiliate partners. The revenue model can be changed from CPA or Revenue share or vice-versa should the company deem applicable.

41. The Company retains the right to review all commissions for possible Fraud, whether such Fraud is on the part of the Real Money Player, on the part of a Sub-Affiliate, or on Your part. In any period of time during which the Company reviews commissions for possible Fraud, such review period not to exceed 180 days, the Company shall have the right to withhold any commission accrued in your favor, such Commissions not to be paid until such time as the review has been concluded. Any incidence of Fraud on your part constitutes a breach of this Agreement. In case of such breach, the Company retains the right to terminate this Agreement immediately and you shall not be entitled to receive any Commissions which have accrued to your benefit at such time in relation to same whether such Commissions were generated through Fraud or otherwise. The Company also retains 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.

42. In consideration of your provision of the marketing services in accordance with the terms of this Agreement, the Company shall pay You the Commission on a monthly basis, within 10 business days after the end of each calendar month. Payments of Commission shall be made directly to You as per Your preferred payment method and to the account detailed by You as part of Your application process (the “Payment Account”). It is Your responsibility to ensure that the details provided by You are both accurate and complete and the Company will have no obligation whatsoever to verify the accuracy and completeness of such details. In the event that You provide the Company with incorrect or incomplete details or You have failed to update your details and as a result Your Commission is paid to an incorrect Payment Account, the Company shall cease to be liable to You for any such Commission.

43. Affiliates are responsible for providing all required documentation for the verification of ownership of Their account and Their Payment Account at any time, including upon registration and when You make any change to Your Payment Account. The Company is not obliged to make any payments until verification is completed to its satisfaction. If the Company believes at its sole discretion that You have failed to provide it with such verification, the Company retains the right to terminate this Agreement immediately and You shall not be entitled to receive any Commission which has accrued to your benefit up until such time or thereafter.

44. Where Commission is payable on a Revenue Share basis as set out above, the Company will apply a negative balance carry-over policy (the “Policy”) by default. The Policy provides that: (i) in calculating the total Commission amount owed to You in a calendar month, the Company shall calculate all Commissions, both positive and negative, generated by Real Money Players via the Sites; and (ii) if at the conclusion of a calendar month the Commission generated by Real Money Players via the Sites is a negative amount, the Company shall deduct such negative amount from the Commission calculation for the subsequent calendar months until such time as the negative balance has been fully set-off against future positive Commission amounts generated or any other payment payable to you by any entity in the Company’s group.

45. For the avoidance of any doubt, SureWin Partners will not bundle revenues (or negatives) between different brands. If Your account is negative in one brand, this will not affect any other brand at any time.

46. Where Commission is payable on a Revenue Share basis as set out above, the Commission is applicable for 730 days from the registration date of each Affiliate Player, after which any Net Revenue generated by the Affiliate Player will no longer accrue Commission.

47. If the Commission to be paid to You in any calendar month is less than $100 (the “Minimum Amount”), the Company shall not be obliged to make the payment to You and may postpone payment of this amount and combine this with a payment for a subsequent month(s) until such time as the total Commission is equal to or greater than the Minimum Amount.

48. Affiliates are entitled to one payout per month.

49. For commissions paid out via USDT, the conversion will be based on the exchange rate prevailing on the day before the payout date.

50. It is the Affiliate’s responsibility to pay any transaction fees associated with any settlement or transfer of their selected payment.

51. The Company reserves the right, at its sole discretion, to immediately cease any or all marketing efforts in certain jurisdictions and you shall immediately cease marketing to persons in such jurisdictions. The Company will not be liable to pay You any Commission which would have otherwise been payable to you under this Agreement in respect of such jurisdictions.

52. In any given calendar month, if an Affiliate Player generates a negative net revenue of at least $10,000, he/she will be considered to be, for the purposes of this section, a ‘Big Winner’ and will be bound to the Big Winner Policy.

53. If the aggregate Net Revenue for the Affiliate, in that month, for a Client’s Brand is negative $2,000 or greater, then the Big Winner Policy as set out hereunder, will apply:

53.1 The negative Net Revenue generated by the Big Winner will be carried forward and offset against future Net Revenue generated by that Big Winner;

53.2 The negative balance carried forward cannot be set-off against other Affiliate Players’ Net Revenue;

53.3 The negative balance carried forward cannot be greater than the total aggregate negative Net Revenue for that particular Brand on the Affiliate account, for that month;

53.4 The negative balance of a Big Winner will be reduced accordingly by future positive Net Revenue that they generate in subsequent months;

53.5 A negative balance will not be increased by future negative Net Revenue unless the Big Winner meets the qualifying criteria in subsequent months.

53.6 The Big Winner Policy will only be applied to Commissions generated on a Revenue Share basis (including the Revenue Share portion of a Hybrid deal, if applicable) and with ‘No Negative Carryover’.

54. In the event that an Affiliate delivers fewer than 6 qualified new real money depositors in any 6-month period or if, in the Company’s sole discretion, any depositor(s) exhibit unusual or non-standard customer behavior, is not a genuine depositor, or is in any way suspected of being Affiliated with the Affiliate, SureWin Partners reserves the right to adjust the Affiliate’s Revenue Share Commission to 10% until 6 qualified new real money depositors are secured.

REFERRAL COMMISSION

55. If any Affiliate refers a Sub-Affiliates to the Program, that Affiliate shall be entitled to a Referral Commission. By default, Referral Commission rates will be calculated as a percentage of the Revenue Share Commission earned by that Sub-Affiliate.

56. For a Sub-Affiliates referral to be valid, that Sub-Affiliate may not be directly or indirectly owned or controlled by that referring Affiliate or by any member of the referring Affiliate’s immediate family. The referring Affiliate shall not be entitled to any Referral Commission under this Agreement in respect of any such connected Sub-Affiliate.

57. The Company reserves the right to terminate the Agreement and confiscate earnings generated by Affiliates that generate CPAs fraudulently by referring family members, friends and other syndicates, as well as incentivized and/or fake accounts to benefit from the CPA revenue model.

58. If the referred Affiliate account becomes suspended or is in violation of any of the operating terms, earnings to the sub-Affiliate account will cease.

59. If any Revenue Share commission payment to a Sub-Affiliate is reclaimed under the terms of its agreement with SureWin Partners, or any payment is made to an Affiliate in breach of clause 55 then that Affiliate will promptly repay the applicable Referral Commission or Revenue Share Commission it has been paid upon receiving notice to do so from SureWin Partners. SureWin Partners has the right to offset any amount owed to it against any payments owed to the Affiliate under this Agreement.

INTELLECTUAL PROPERTY

60. If You are accepted to the SureWin Partners Affiliate Program, the Company will grant You a non-transferable, non-exclusive, non-sublicensable, limited, revocable licence to place the Marketing Collateral on your Affiliate Websites during the term of this Agreement, and solely in connection with the Marketing Collateral, to use the Company’s and its Clients’ and Affiliates’ logos, trade names, trademarks, service marks and similar identifying material as contained in the Marketing Collateral (collectively, “Licensed Materials”), solely for the purpose of promoting the Sites.

61. You are not permitted to alter, modify or change the Licensed Materials in any way whatsoever.

62. You may not use any Licensed Materials for any purpose whatsoever other than promoting the Sites, and in any event, You may not use the Licensed Materials without first submitting a sample of Your proposed use to the Company and receiving its prior written consent to such use.

63. You are not permitted to use the Licensed Materials in any manner that is disparaging or that otherwise portrays the Company or any third party negatively.

64. The Company and its licensors own all of the Intellectual Property Rights in the Licensed Materials and Marketing Collateral, and You hereby irrevocably assign to the Company all present and future Intellectual Property Rights and other rights relating the Licensed Materials and Marketing Collateral, and will execute any and all such documents as may be necessary to transfer and/or assign to the Company any such rights.

65. The Company may revoke Your licence to use the Licensed Materials and Marketing Collateral at any time by written notice to You, whereupon You must immediately destroy or deliver up to the Company all such materials as are in Your possession. You acknowledge that, except for the licence, which may be granted to You in connection hereto, You have not acquired and will not acquire any right, interest or title to the Marketing Collateral or the Licensed Materials by reason of this Agreement or Your activities hereunder. The aforementioned licence shall terminate upon the termination of this Agreement.

AFFILIATE OBLIGATIONS

66. You will be solely responsible for the technical operation of Your Affiliate Website(s) and the accuracy and appropriateness of materials posted on Your Affiliate Website(s).

67. You agree that Your Affiliate Website(s) will not, in any way, copy or resemble the look and feel of the Sites (or any part thereof or any websites of the Group Companies), nor will You create the impression that any of Your Affiliate Websites are any of the Sites (or any part thereof or the websites of any of the Group Companies) or are owned and/or operated by the Company or any of the Group Companies.

68. An Affiliate is restricted from purchasing any domains that include any names, words and phrases that are or can be deemed to form part of a Client Brand

69. An Affiliate is restricted from utilizing derivatives of any names, words and phrases that are or can be deemed to form part of a Client Brand in URLs and directory names for the intention of search engine optimization.

70. An Affiliate is restricted from setting up any site redirects from any page on their website or network of websites so that the page goes directly to a Client Website.

71. An Affiliate is restricted from optimizing any page of their website(s) for keyword or keyword phrases that include, any names, words and phrases that are or can be deemed to form part of a Client Brand in any format. This includes, but is not limited to metatags, headers and body content.

72. An Affiliate is restricted from purchasing or building off-site text links with anchor text for keyword phrases any names, words and phrases that are or can be deemed to form part of a Client Brand.

73. An Affiliate is restricted from bidding on any keywords or keyword phrases that include any names, words and phrases that are or can be deemed to form part of a Client Brand in any format in any pay per click (PPC) search engine.

74. An Affiliate is restricted from marketing via any mobile applications that include any names, words and phrases that are or can be deemed to form part of a Client Brand.

75. An Affiliate shall not establish any social network handles, accounts, domains, profile names or display names containing any names, words and phrases that are or can be deemed to form part of a Client Brand.

76. If the Company receives a complaint that You have been engaging in any Prohibited Practices and/or sending spam messages or unsolicited messages, You hereby agree that it may provide to the party making the complaint any details required for the complaining party to contact You directly in order for You to resolve the complaint. The details which the Company may provide to the party making the complaint, may include Your name, email address, postal address and telephone number. You hereby warrant and undertake that You will immediately cease engaging in Prohibited Practices and/or sending spam messages (as applicable) and make every effort to resolve the complaint. In addition, the Company reserves all of its rights in this matter including without limitation the right to immediately terminate this Agreement and Your participation in the SureWin Partners Program and to set off or charge You for all claims, damages, expenses, costs, or fines incurred or suffered by the Company or its Clients in relation to this matter. Nothing stated or omitted herein shall in any manner prejudice any such rights.

77. You will ensure that Your Affiliate Websites and any related marketing materials or communications comply with all Applicable Laws, do not contain any spyware, adware or other unwanted threats and do not infringe any right of any third party, including Intellectual Property Rights, whether directly or indirectly.

78. You hereby acknowledge that Your conduct as an Affiliate has the potential to cause substantial damage to the Company’s and the Clients’ reputation and goodwill, and You undertake at all times to consider the goodwill and reputation of the Company and the Clients and to act in an appropriate manner.

TERM

79. The term of this Agreement shall commence upon Your acceptance of the terms and conditions of this Agreement as set out above, and will continue in force until terminated in accordance with its terms by either party.

80. At any time, You may immediately terminate this Agreement by giving us written notice of termination (via e-mail). SureWin Partners may terminate this agreement with cause. For the avoidance of any doubt, SureWin Partners can terminate this agreement if the Affiliate has been found to engage in Prohibited Practices and requests to cease such activities have been ignored.

81. In the event that You do not log into Your account for 90 consecutive days, we will attempt to contact You 4 times over a four week period. If we do not hear from You we will suspend Your account pending future correspondence. For the avoidance of any doubt, once we hear from the Affiliate, the account will be reactivated and all monies owed will be paid in the following payment cycle.

82. Following termination of this Agreement, the Company may withhold the final payment of any Commission otherwise payable to You for up to 90 days to ensure that the correct amount of Commission is paid.

83. Upon the termination of this Agreement for any reason, You will immediately cease use of, and remove from Your Affiliate Website(s), all Marketing Collateral and Licensed Materials and any other names, marks, symbols, copyrights, logos, designs, or other proprietary designations or properties owned, developed, licensed or created by the Company and/or provided by or on behalf of the Company to You pursuant to this Agreement. Following the termination of this Agreement and the Company’s payment to You of all Commissions due at such time of termination, the Company shall have no obligation to make any further payments to You.

LIMITATION OF LIABILITY

84. Nothing in this clause shall exclude or limit either party’s liability for death or personal injury resulting from such party’s gross negligence or for fraud, fraudulent misstatement or fraudulent misrepresentation.

85. The Company shall not be liable (in contract, tort (including negligence) or for breach of statutory duty or in any other way) for any:
(i) actual or expected indirect, special or consequential loss or damage;
(ii) loss of opportunity or loss of anticipated savings;
(iii) loss of contracts, business, profits or revenues;
(iv) loss of goodwill or reputation; or
(v) loss of data.

86. The Company’s aggregate liability in respect of any loss or damage suffered by You and arising out of or in connection with this Agreement, whether in contract, tort (including negligence) or for breach of statutory duty or in any other way, shall not exceed the total Commission paid or payable to you under this Agreement.

RELATIONSHIP OF PARTIES

87. You and the Company are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.

DISCLAIMERS

88. THE COMPANY MAKES NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE PROGRAM INFORMATION SITE (INCLUDING WITHOUT LIMITATION WARRANTIES OF FITNESS, MERCHANTABILITY, NON-INFRINGEMENT, OR ANY IMPLIED WARRANTIES ARISING OUT OF A COURSE OF PERFORMANCE, DEALING, OR TRADE USAGE). IN ADDITION, THE COMPANY MAKES NO REPRESENTATION THAT THE OPERATION OF THE SITES OR THE SUREWIN PARTNERS SITE WILL BE UNINTERRUPTED OR ERROR-FREE, AND WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.

REPRESENTATIONS & WARRANTIES

89. You hereby represent and warrant to the Company that:
(i) You have accepted the terms and conditions of this Agreement, which creates legal, valid and binding obligations on You, enforceable against You in accordance with their terms;
(ii) all the information provided by You in Your Application is true and accurate;
(iii) Your entering into, and performance of Your obligations under, this agreement will not conflict with or violate the provisions of any agreement to which You are party or breach Applicable Laws;
(iv) You have, and will have throughout the term of this Agreement, all approvals, permits and licenses (which includes but is not limited to any approvals, permits and licenses necessary from any applicable Regulator) required to enter this Agreement, participate in the SureWin Partners Program or receive payment under this Agreement;
(v) if You are an individual rather than a legal entity, You are an adult of at least 18 years of age;
(vi) You have evaluated the laws relating to Your activities and obligations hereunder and You have independently concluded that You can enter this Agreement and fulfill Your obligations hereunder without violating any Applicable Laws.

CONFIDENTIALITY

90. The Company may disclose Confidential Information to You as a result of Your participation as an Affiliate.

91. You may not disclose any Confidential Information to any other person. Notwithstanding the foregoing, You may disclose Confidential Information to the extent: (i) required by law; or (ii) the information has come into the public domain through no fault of Your own.

92. You shall not make any public announcement with respect to any aspect of this Agreement or Your relationship with the Company without the prior written approval of the Company.

INDEPENDENT INVESTIGATION

93. You acknowledge that You have read this Agreement, have had an opportunity to consult with Your own legal advisors if You so desired, and agree to all of its terms and conditions. You have independently evaluated the desirability of participating in the SureWin Partners Affiliate Program and are not relying on any representation, guarantee or statement other than as set forth in this Agreement.

GENERAL

94. This Agreement will be governed by the laws of England and Wales. If for any reason a court of competent jurisdiction finds any provision of this Agreement, or portion thereof, to be unenforceable, that provision of the Agreement will be enforced to the maximum extent permissible so as to affect the intent of the parties, and the remainder of this Agreement will continue in full force and effect. 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 a provision or any other provision of this Agreement.

95. An Affiliate may not assign this Agreement, by operation of law or otherwise, without prior written consent of the Company. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and enforceable against an Affiliate and SureWin Partners and their respective successors and assigns. Should an Affiliated website be sold, that website’s existing sheet of players will not necessarily become property of the new ownership and treatment of such players shall be in the sole discretion of SureWin Partners.

96. SureWin Partners and the Affiliate are independent contractors, and no terms in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. The Affiliate will have no authority to make or accept any offers or representations on behalf of SureWin Partners. The Affiliate will not make any statement, whether on its site or otherwise, that states or implies that the Affiliate has the authority to represent SureWin Partners.

97. All amounts are calculated and paid in accordance with SureWin Partners’ reasonable and good faith means of statistical analysis and customer tracking methods. Affiliates agree that SureWin Partners’ statistical analysis and customer tracking methods are accurate and reasonable and its calculations final.

ENTIRE AGREEMENT

98. The provisions contained in this Agreement and Your Application constitute the entire agreement between the parties with respect to the subject matter of this Agreement, and no statement or inducement with respect to such subject matter by any party which is not contained in this Agreement or the Application shall be valid or binding between the parties.

  •  

Ready to win? Join SureWin Partners today and start growing your affiliate income!

Terms of Service

Scroll to Top