By completing the Affiliate Application to Tornadobet Affiliate Program (the "Affiliate Program") and clicking "I Accept" on the form, you (hereinafter the "Affiliate") hereby agree to abide by all the terms and conditions set out in this Agreement.
Tornadobet Affiliates reserves the right to amend, alter, delete or add to any of the provisions of this Agreement, at any time and at its sole discretion, without giving any advance notice to the Affiliate subject to the terms and conditions set out in this Agreement. Your continued (i) participation in the Program, (ii) use of the Tornadobet Affiliate website and/or Tornadobet Affiliates Marketing Tools (as hereafter defined), or (iii) acceptance of any Affiliate commissions from Tornadobet Affiliates confirms your irrevocable acceptance of this Agreement (and any modifications thereto), subject to your continued compliance with the terms and conditions of this Agreement.
An Agreement entered into between Media Entertainment NV, a company incorporated in Curacao hereinafter referred to as "the Company" and you, the undersigned Affiliate, hereinafter referred to as "the Affiliate", is effective on the date the online Affiliate Registration Form is approved by Tornadobet Affiliates.
In case of any discrepancy between the meanings of any translated versions of this Agreement, the meaning of the English language version shall prevail.
1.1 The Company is a leading online gaming company offering sports betting and casino games, through its website affiliates.Tornadobet.com
1.2 The Affiliate maintains and operates one or more websites on the Internet (hereinafter collectively referred to as "the Website").
1.3 This Agreement governs the terms and conditions relating to the promotion by the Affiliate of the Company's Website, hereinafter referred to as "Tornadobet Affiliates", whereby the Affiliate will be paid a commission depending on the traffic generated to Tornadobet Affiliates subject to the terms and conditions of this Agreement and to the applicable product-specific Commission Structure.
2.1 The Company shall evaluate the Affiliate Membership Form hereby submitted and shall inform the Applicant in writing whether the Membership Form is accepted or not. Tornadobet Affiliates reserves the right to refuse the application for any reason.
2.2. Only one affiliate account is allowed per person, company, IP address and/or hardware profile. Breach of this clause is considered fraud. Breach of the current clause will result in termination of all affected affiliate accounts.
3.1 The Applicant/Affiliate hereby warrants that:
3.1.1. He/She is of the legal age in the applicable jurisdiction (at least 18 years and /or the respective minimum age according to the corresponding national legislation) to agree to and enter into an Agreement.
3.1.2. He/She is competent and duly authorized to enter into binding Agreements for the Affiliate and/or the Website.
3.1.3. He/She is the proprietor of all rights, licenses and permits to market, promote and advertise Tornadobet Affiliates in accordance with the provision of this Agreement.
3.1.4. He/She shall comply with all applicable rules, laws and regulations in connection with the promotion of Tornadobet Affiliates.
3.1.5. He/She fully understands and accepts the terms and conditions of the Agreement.
4.1 The Company shall provide the Affiliate with all information necessary and marketing material for the proper implementation of the tracking link.
4.2 The Company shall administrate the turnover generated via the links, record the net revenues and the total amount of commission earned via the link, provide the contracting party with commission statistics, and handle all customer services related to the business. A unique tracking identification code will be assigned to all referred customers.
4.3 The Company shall pay the Affiliate the amount due depending on the traffic and or revenue generated subject to the terms and conditions of this Agreement. Tornadobet Affiliates may conduct any checks concerning all New Customers and check all commission payments for possible fraud or abuse.
4.4 The Company may refuse any player or close a player's account if it is necessary to comply with the Company's Policy and/or protect the interest of the Company.
4.5. The Company may close the Affiliate's account if any fraud attempts are made by an Affiliate or any of the present Terms and Conditions is breached by the Affiliate.
5.1 The Affiliate hereby warrants and undertakes:
5.1.1. To use its best efforts to actively and effectively advertise, market and promote Tornadobet Affiliates as widely as possible in order to maximize the benefit to the Parties and that it will abide with the guidelines of the Company as may be forwarded from time to time and/or accessible online.
5.1.2. To market and refer potential players to Tornadobet Affiliates at its own cost and expense. The Affiliate will be solely responsible for the distribution, content and manners of its marketing activities. All of the Affiliate's marketing activities must be professional, proper and lawful under applicable laws and negotiations and in accordance with this Agreement.
5.1.3. To use only a link provided within the scope of the partner program, otherwise no warranty whatsoever can be assumed for proper registration and revenue accounting. Also, not to change or modify in any way any link or marketing material without prior written authorization from Tornadobet Affiliates.
5.1.4. To be responsible for the development, the operation, and the maintenance of its web site as well as for all material appearing on the web site.
5.2 The Affiliate hereby warrants:
5.2.1. That it will not perform any act which is libellous, discriminatory, obscene, unlawful or otherwise unsuitable or which contains sexually explicit, pornographic, obscene or graphically violent materials.
5.2.2. That it will not actively target any person who is under the legal age for gambling.
5.2.3. That it will not actively target any jurisdiction where gambling and the promotion thereof are illegal.
5.2.4. That it will not generate traffic to Tornadobet Affiliates by illegal or fraudulent activity, particularly but not limited to by:
220.127.116.11. Sending spam.
18.104.22.168. Incorrect meta-tags.
22.214.171.124. Registering as a player or make deposits directly or indirectly to any player account through his tracking links for its own personal use and/or the use of its relatives, friends, employees or other third parties, or in any other way attempt to artificially increase the commission payable or to otherwise defraud the Company.
Violation of this provision shall be deemed to be fraud.
5.2.5. That it will not present the Website in such a way that it might evoke any risk of confusion with Tornadobet Affiliates and/or the Company or convey the impression that the web site of the contracting party partly or fully originated with Tornadobet Affiliates and/or the Company.
5.2.6. Without prejudice to the Marketing Material as may be forwarded by the Company and/or made available online through the website http://affiliates.Tornadobet.com. The Affiliate may not use Tornadobet or other terms, trademarks and other intellectual property rights that are vested in the Company unless the Company consents to such use in writing.
5.3 The Affiliate will provide complete and true information about himself/herself to Tornadobet Affiliates. The information should include but not be limited to the Affiliate's identity, up to date contact information, payment instructions, address, nature of the Affiliate's marketing activities and any other information which Tornadobet Affiliates may request.
5.4. Affiliates must not offer any rake back, cash back or any similar promotions. Affiliate's website should not be "rake back oriented" or contain the word "rake" in URL or in a name of the website.
5.5. The Affiliate agrees to compensate Tornadobet Affiliates for any losses or expenses incurred in connection with a breach of the present Terms and Conditions by the Affiliate.
6.1 Tornadobet Affiliates agrees to pay the Affiliate a commission calculated on the net revenue generated from new customers referred by the Affiliate Website. The net revenue shall be calculated on the following formula:
6.1.1 in relation to sports betting Net Revenue should be calculated as money wagered (real money sums wagered by New Customers), less the winnings, less voided and returned stakes, less fraud charges, less chargebacks, less bonuses and all other promotional payments made by Tornadobet Affiliates to New Customers;
6.1.2 in relation to casino and other side games Net Revenue should be calculated as the amount of revenues generated by New Customers playing in the casino or on other games actually received by Tornadobet Affiliates, less the winnings, less fraud charges, less chargebacks, less bonuses and all other promotional payments made by Tornadobet Affiliates to New Customers, less any payments to third party software providers.
The commission shall be a percentage of the net revenue in accordance with what is set out in the Commission Plan, displayed on the Affiliate Program Website.
New customers are those customers of the Company who do not yet have a betting account with Tornadobet Affiliates and who access the website via the link from the Affiliate to Tornadobet Affiliates and who properly registers and makes real money transfers to their betting account (a new account should be opened within thirty (30) days of accessing Tornadobet.com Website through the links).
6.2 The commission is calculated at the end of each month and payments shall be performed by the 15th of each calendar month, provided that the amount due exceeds $50 ("Minimum Threshold"). If the balance due is less than the Minimum Threshold, it shall be carried over to the following month and shall be payable when it exceeds the Minimum Threshold.
6.3 Payment of commissions shall be made as per the payment method chosen by the Affiliate in the application process. If an error is made in calculating the commission, the Company reserves the right to correct such calculation at any time and will immediately pay out underpayment or reclaim overpayment made to the Affiliate.
6.4 Acceptance of payment by the Affiliate shall be deemed to be full and final settlement of the Balance due for the period indicated.
6.5 If the Affiliate disagrees with the balance due as reported, it shall within a period of thirty (30) days send an email to the Company on [email protected] and indicate the reasons of such dispute.
Failure to send an email within the prescribed time limit shall be deemed to be considered as an irrevocable acknowledgment of the Balance due for the period indicated.
6.6 Tornadobet Affiliates may delay payment of any Balance to the Affiliate for up to one hundred and eighty (180) days, while it investigates and verifies that the relevant transactions comply with the provisions of these terms and conditions.
6.7 No payment shall be due when the traffic generated is illegal or contravenes any provision of these terms and conditions.
6.8 The Affiliate agrees to return all commissions received based on fraudulent or falsified transactions, plus all costs for legal causes or actions that may be brought against the Affiliate to the fullest extent of the law.
6.9 All Tornadobet Affiliates affiliates are required to refer a minimum of 5 active customer accounts within 3 (three) months of their acceptance in the affiliate program. If an affiliate does not reach the required level, Tornadobet Affiliates reserves the right to close the affiliate account. Affiliates are entitled to applying for a new account on a later stage. Monthly revenue share payments will be held until the affiliate reaches the required activity level.
6.10. If Net Revenue is zero or negative figure for a calendar month, it shall not be carried forward to any following calendar month and should not be offset against the Net Revenue for any following calendar month.
6.11. The affiliate should specify the preferred payment method and currency on the Affiliate Sign up Form. Tornadobet Affiliates shall not be responsible for any error in the account details and payment instructions you supply. Tornadobet Affiliates will try to accommodate your preferred payment method; however, Tornadobet Affiliates can change the payment method.
7.1 This Agreement may be terminated by either party by giving written notification to the other party. Written notification may be given by an email.
7.2 The Contracting Parties hereby agree that on termination of this Agreement
7.2.1. The Affiliate must remove all references to Tornadobet Affiliates from the Affiliate's websites and communications, irrespective of whether the communications are commercial or otherwise.
7.2.2. All rights and licenses granted to the Affiliate under this Agreement shall immediately terminate and all rights shall revert to the respective licensors, and the Affiliate will cease the use of any trademarks, service marks, logos and other designations vested in the Company
7.2.3. The Affiliate will be entitled only to those earned and unpaid commissions as of the effective date of termination; however provided, Tornadobet Affiliates may withhold the Affiliate's final payment for a reasonable time to ensure that the correct amount is paid. The Affiliate will not be eligible to earn or receive commissions after this date.
7.2.4. If this Agreement is terminated by the Company on the basis of an Affiliate's breach, the Company shall be entitled to withhold the Affiliate earned but unpaid commissions as of the termination date as collateral for any claim arising from such breach.
7.2.5. The Affiliate must return to the Company any and all confidential information (and all copies and derivations thereof) in the Affiliate's possession, custody and control.
7.2.6. The Affiliate will release the Company from all obligations and liabilities occurring or arising after the date of such termination, except with respect to those obligations that by their nature are designed to survive termination. Termination will not relieve the Affiliate from any liability arising from any breach of this Agreement, which occurred prior to termination.
8.1 The Affiliate expressly acknowledges and agrees that the use of the Internet is at its risk and that this Referral Program is provided "as is" and "as available" without any warranties or conditions whatsoever, express or implied. No guarantee is made that it will make access to its website possible at any particular time or any particular location.
8.2 The Company shall in no event be liable to the Affiliate or anyone else for any inaccuracy, error or omission in, or loss, injury or damage caused in whole or in part by failures, delays or interruptions of Tornadobet Affiliates website or the Affiliate Program. Tornadobet Affiliates does not warrant that its system, network, software or hardware (or that provided to Tornadobet Affiliates by third parties) are error-free or uninterrupted.
9.1 The Affiliate agrees to defend, indemnify and hold Tornadobet Affiliates and its affiliates, successors, officers, employees, agents, directors, shareholders and attorneys, free and harmless from and against any and all claims and liabilities, including reasonable attorneys' and experts' fees, related to or arising from:
9.1.1. Any breach of Affiliate's representations, warranties or covenants under this Agreement.
9.1.2. Affiliate's use (or misuse) of the marketing materials.
9.1.3. All conduct and activities occurring under Affiliate's user ID and password.
9.1.4. Any defamatory, libelous or illegal material contained within Affiliate Site or Affiliate's information and data.
9.1.5. Any claim or contention that Affiliate Site or Affiliate's information and data infringes any third party's patent, copyright, trademark, or other intellectual property rights or violates any third party's rights of privacy or publicity.
9.1.6. Third party access or use of Affiliate Site or Affiliate's information and data.
9.1.7. Any claim related to Affiliate Site.
9.1.8. Any violation of this Agreement.
9.2 O-network Affiliates reserves the right to participate, at its own expense in the defence of any matter.
10.1 This Agreement shall be governed by the laws of Seychelles and any action relating to this Agreement must be brought in Seychelles and the Affiliate irrevocably consents to the jurisdiction of its courts.
11.1 The Affiliate may not assign this Agreement, by operation of law or otherwise, without obtaining the prior written consent of Tornadobet Affiliates.
12.1 The Company's failure to enforce the Affiliate's adherence to all terms outlined in this Agreement shall not constitute a waiver of the right of Tornadobet Affiliates to enforce said terms at any time.
13.1 Neither party shall be liable to the other for any delay or failure to perform its obligations under this Agreement if such delay or failure arises from a cause beyond the reasonable control of and is not the fault of such party, including but not limited to labour disputes, strikes, industrial disturbances, acts of God, acts of terrorism, floods, lightning, utility or communications failures, earthquakes or other casualty. If a force majeure event occurs, the non-performing party is excused from whatever performance is prevented by the force majeure event to the extent prevented.
14.1 Nothing contained in this Agreement, nor any action taken by any party to this Agreement, shall be deemed to constitute either party (or any of such party's employees, agents, or representatives) an employee, or legal representative of the other party, nor to create any partnership, joint venture, association, or syndication among or between the parties, nor to confer on either party any express or implied right, power or authority to enter into any agreement or commitment on behalf of (nor to impose any obligation upon) the other party.
15.1 Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law but, if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect, such provision will be ineffective only to the extent of such invalidity, or unenforceability, without invalidating the remainder of this Agreement. No waiver will be implied from conduct or failure to enforce any rights and must be in writing to be effective.
16.1 All information, including but not limited to business and financial, lists of customers and buyers, as well as price and sales information shall be treated confidentially. Such information must not be used for own commercial or other purposes, neither direct nor indirectly. This provision shall survive the termination of this agreement.
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