1. Introduction
1.1 This Affiliate Program Agreement (the "Agreement") consists of: (i) the terms and conditions set out below (including the Schedule, in full); and (ii) the terms of any IO that has been agreed between the parties (as defined below).
1.2 Full understanding and acceptance of the following terms and conditions, together with the specific terms of any signed IO, is essential to building a trust-based collaboration.
1.3 You may accept the terms and conditions of this Agreement by ticking the relevant box.
1.4 For any questions about this Agreement or about the Affiliate Program more generally, contact us at [email protected].
2. Definitions
Within this Agreement, the following terms, phrases, and expressions carry the meanings assigned to them below:
Additional Payments refers, where applicable, to the Flat Fee and/or the Listing Fee.
Administrative Fees include any admin fees levied by the Company that relate to the Affiliate Program.
Affiliate means the individual, company, or other entity selected on the Application Form.
Affiliate Account refers to the account accessible through the Affiliate Program Site.
Affiliate Program is the rtp.partners program made available via the Affiliate Program Site located at rtp.partners.
Application Form is the form needed to register for the Affiliate Program, available at go.rtp.partners or at any other URLs we may designate.
Application Approval is described in Section 3.
Affiliate Site or Affiliate Sites refer to the websites and mobile applications you operate or to which you direct traffic, listed in your Application Form (or agreed in an IO or Negotiated Plan, if applicable).
Affiliate Payments may include the Revenue Share Commission, CPA Commission, Hybrid Commission, Fixed Fee, Listing Fee, and/or Sub Affiliate Fee payable to the Affiliate under the Negotiated Plan or IO.
Applicable Laws means any laws, directives, regulations, marketing guidelines, applicable codes of practice or conduct, judgments, judicial orders, ordinances, and decrees issued by law or by any relevant governmental or regulatory authority or agency.
Back Office is the software used by the Company to administer the Affiliate Program.
Bonuses are all applicable credits, bonuses, bonus points, or any other promotional products.
Chargeback(s) are credit card transactions made uncollectable by the credit card company due to customer refusal of payment, fraudulent credit card use, or any other User payment transaction that is reversed and for which a credit is issued.
CPA Commission is a fixed amount payable to the Affiliate for each user who, during the term of the relevant IO or Negotiated Plan (as applicable): (i) becomes a Customer on a Promoted Site under the terms of the Agreement; (ii) makes a real-money deposit of an amount specified in the IO or Negotiated Plan; and (iii) wagers a minimum amount specified in the IO or agreed Negotiated Plan.
Commission refers to the Revenue Share Commission, CPA Commission, and/or Hybrid Commission payable to the Affiliate under the Agreement, Negotiated Plan, or IO.
Company, us, we, or our refers to rtp.partners.
Customer is a person who does not reside in any Prohibited Territory, has accessed a Promoted Site directly via the Marketing Materials placed on the Affiliate Site, and can be identified by us as referred by the Affiliate through the provided Tracking Link. During the term of the Agreement or IO, this person must: (a) register an account with the Operator on a Promoted Site; (b) not have previously opened an account with the Operator; (c) have their sign-up details validated by the Operator; and (d) satisfy any other criteria set out in this Agreement, an IO, or a Negotiated Plan (where an IO or Negotiated Plan applies, those criteria apply only for the duration of that IO or Negotiated Plan).
Deductible Costs include any third-party fees (such as, without limitation, transaction fees, game royalties, payment processing fees, and software royalties) incurred by the Company, any Group Company, and/or the Operator, and any amounts incurred by the Company, any Group Company, and/or the Operator as a result of Fraud.
e-Privacy Directive means the Privacy and Electronic Communications Directive 2002/58/EC (and its corresponding local implementing laws) governing the processing of personal data and the protection of privacy in the electronic communications sector.
Fixed Fee refers to a predetermined amount the Affiliate is entitled to receive, as set out in an Insertion Order (IO) or Negotiated Plan. This amount applies only for the duration of the relevant IO or Negotiated Plan, or for a specified period within that term. " Fixed Fee Payment " denotes a proportional portion of the Fixed Fee, calculated based on the number of days elapsed from the date the Fixed Fee became applicable up to the Cut Off Date or Jurisdiction Cut Off Date, as applicable.
Fraud refers to any fraudulent or abusive act, as determined by us, any Group Company, or the Operator, regardless of whether the act actually caused harm or damage to us, any Group Company, or the Operator. Examples include, without limitation: (i) any actual or attempted bonus abuse by a Customer; (ii) encouragement of bonus abuse by a Customer, whether by you or a third party; (iii) a chargeback initiated by a Customer on a deposit; (iv) collusion by a Customer; (v) opening an Affiliate Account in breach of this Agreement; (vi) any unauthorized incentive (financial or otherwise) offered or provided by you or any third party; (vii) any cashback offered or provided by you or any third party; (viii) Spam Traffic; (ix) any actual or attempted act by you or a Customer in breach of Applicable Laws; (x) any act by you or a Customer intended to defraud us, any Group Company, or any Operator; (xi) a person registering on the Promoted Site via a proxy server or sharing the same IP Pool; (xii) any attempt by you to artificially inflate the number of Customers or the Commission payable to you; or (xiii) any use by a Customer of any software program, robot, or external AI-driven aid to play on a Promoted Site.
GDPR is explained in Section 13.11.
Guidelines refers to instructions we may, at our sole discretion, provide to you by email, via any other official instant messaging channel, or via the Affiliate Program Site.
Group Company or Group Companies means any entity that directly or indirectly controls, is controlled by, or is under common control with the Company.
Hybrid Commission refers, where applicable, to the payment the Affiliate is entitled to receive based on a combination of CPA Commission and Revenue Share Commission per Customer. This payment becomes due once the Customer criteria for the CPA Commission component have been satisfied. For clarity, a Hybrid Commission applies only where agreed in an IO or a Negotiated Plan, and only for the duration of that IO or Negotiated Plan.
Intellectual Property Rights means any and all forms of property rights, including but not limited to patents, copyrights, design rights, trademarks, trade dress, database rights, applications for any of the foregoing, moral rights, know-how, trade secrets, domain names, URLs, trade names, and any licences associated with these rights, whether registered or capable of being registered, and whether existing in any particular country or worldwide.
IO or Insertion Order refers to an insertion order signed by authorized representatives of both the Company and the Affiliate. The IO is effective for a defined period and may set a Commission different from the Standard Commission and Negotiated Plan, a different Commission payment amount, and additional commercial terms.
IP Pool refers to a network containing more than one IP address.
Jurisdiction Cut-Off Date is defined in Section 5.15.
Listing Fee refers, where applicable, to a one-off fixed amount payable to the Affiliate following the signing of an IO or the start of a Negotiated Plan. The fee compensates the Affiliate for displaying the Marketing Materials in a specified position on an Affiliate Site, as agreed in the IO or Negotiated Plan.
Legal Age means the higher of: (i) eighteen (18) years; and (ii) the legal age for real-money gambling in the jurisdiction in which you are located.
Marketing Materials refers to any online promotional content, including banner advertisements, button links, and text links, that incorporate the Tracking Links provided by us (or made available to you via the Affiliate Program Site) for the purpose of marketing and promoting a Promoted Site on the Affiliate Site.
Negotiated Plan refers to an arrangement under which the Affiliate is entitled to receive a Commission different from the Standard Commission and/or a Commission payment amount different from the Standard Commission. The plan may include additional commercial terms agreed for a defined duration, provided the arrangement is documented through the Back Office by us.
Net Gaming Revenue (NGR) means, in any given calendar month and in respect of the Promoted Site on which persons became Customers under a Revenue Share Commission or Hybrid Commission, the aggregate of those Customers' real-money bets on non-sports products or sports products (as applicable) on the Promoted Site, less: (1) amounts paid out to such Customers as winnings (as applicable); (2) Bonuses credited to such Customers; (3) Deductible Costs; (4) any returned transactions or refunded revenue applicable to such Customers (including chargebacks, "preventative" chargebacks, or settlements of claims involving a Customer); (5) Administrative Fees; (6) charges imposed on us, any Group Company, and/or the Operator by electronic payment or credit card organizations in relation to such Customers; (7) amounts lost to Fraud; and (8) stakes refunded to such Customers.
Personal Data includes any information that can be used, directly or indirectly, to identify a natural person and that is processed by the Recipient in the context of performing this Agreement.
Pro Rata Repayment refers to the repayment of the Listing Fee by the Affiliate to the Company, calculated as follows: (i) where the duration of the IO and/or Negotiated Plan runs until a specified number of Customers has been delivered by the Affiliate, the repayment shall be a pro rata portion of the Listing Fee covering the Customers not yet delivered under the IO and/or Negotiated Plan as at the Cut Off Date or Jurisdiction Cut Off Date, as applicable; or (ii) in all other cases, the repayment shall be a pro rata portion of the Listing Fee covering the days between the Cut Off Date and/or Jurisdiction Cut Off Date (as applicable) and the date on which the IO and/or Negotiated Plan was originally due to expire.
Revenue Share Commission refers, where applicable, to a percentage of the Net Revenue (as periodically adjusted by us), or any other designated URL specified by us, or as otherwise agreed between us and you in any IO or Negotiated Plan (limited to the duration of that IO or Negotiated Plan). The Revenue Share Commission may also be temporarily suspended during the term of an IO or Negotiated Plan, where applicable.
Tracking Link is a URL used to track and record the number of Customers redirected to the relevant Promoted Sites by you.
Operator is the operator and/or owner of each Promoted Site.
Payment Method is defined in Section 6.5.
Prohibited Territories or Prohibited Territory means the jurisdictions from which a Promoted Site is not permitted to accept users, together with any other jurisdictions we may notify to you from time to time.
Promoted Site or Promoted Sites are the websites or applications that are promoted through the Affiliate Program using the Marketing Materials provided to you.
Qualifying User means a User who has made at least one deposit, meets the minimum stake requirements, and satisfies any additional qualifications we may introduce at our discretion from time to time.
Regulator means any governmental, regulatory, or administrative authority, agency, commission, board, body, official, or other entity that has jurisdiction over, or is involved in regulating, the Company, any Group Company, or any Operator.
Sent Marketing may include any form of electronic communication, including but not limited to messaging apps, email marketing, SMS, and push notifications.
Relatives includes spouse, partner, parent, child, or sibling.
Spam Traffic may refer to any deposits, revenue, or traffic generated on a Promoted Site or in a Customer's account on a Promoted Site through unlawful or dishonest methods, regardless of whether those actions cause harm to us, any Group Company, or any third party.
Sub-affiliate refers to an individual or entity referred to the Affiliate Program by you using a sub-affiliate tracking link we have supplied, and who is approved by us to participate in the Affiliate Program.
3. Affiliate Obligations & Rights
3.1 Registering as Affiliate To join our Affiliate Program, you must accept these terms by ticking the relevant box on the Affiliate Application. The Affiliate Application forms an integral part of the Agreement. We reserve the sole discretion to accept or reject any Affiliate Application; our decision is final and not subject to appeal. You will be notified by email of the acceptance or rejection of your Application. During the term of the Affiliate Agreement, you must supply any documentation we request to verify your Affiliate Application and account information. This may include bank statements, identity documents (individual or corporate), and proof of address. You are responsible for the accuracy of the information provided when registering for the Affiliate Program, and for keeping it up to date at all times.
3.2 Affiliate login details You are solely responsible for safeguarding the confidentiality and security of your Affiliate Account login credentials at all times. You are liable for any unauthorized use of your Affiliate Account arising from your failure to adequately protect those credentials. You must notify us promptly of any suspected illegal or unauthorized use of the Account.
3.3 Affiliate Program participation The Affiliate Program is intended for your direct participation. You may not open an Affiliate Account for a third party or transfer your Affiliate Account without our prior consent. By participating in the Affiliate Program, you agree to actively advertise, market, and promote the Company Websites in line with the Agreement and our instructions. Your activities under the Agreement must serve the Company's best interests and must not damage our reputation or goodwill in any way.
3.4 Branded Traffic Use of our brand name in adwords, domain names, or related traffic is strictly prohibited unless approved in advance by the Affiliate Program. Branded traffic directed to Company Websites via Affiliate Links will be treated as irrelevant and compensated under the minimum Revenue Share deal (20%). You acknowledge that Customers acquired through branded keywords do not qualify as valid New Customers under the Agreement, and that any Commission relating to such New Customers may be voided or paid at the minimum Revenue Share deal, at our discretion. The Affiliate may not register, or attempt to register, domain names that are identical, similar to, or potentially confusable with our Marks or Sites, including the Operator's name or associated brands or companies. This prohibition extends to misspellings or phonetic variants of any Site domain name.
3.5 Affiliate Site You are solely responsible for developing, operating, and maintaining the Affiliate Site and all of its content. The Affiliate Site must comply with all applicable laws (including GDPR) and must operate professionally at all times. The Affiliate Site must not create confusion with the Company Websites or give the impression that it is owned or operated by us. The Affiliate Site must not contain defamatory, discriminatory, or otherwise inappropriate content, including violent, obscene, derogatory, or pornographic material, or content that is unlawful in the target country.
3.6 Valid traffic and good faith You may not generate traffic to Company Websites by registering as a New Customer either directly or indirectly (for example, through associates, family members, or third parties). Such conduct constitutes fraud. You must report immediately any suspicion that a referred New Customer is involved in bonus abuse, money laundering, fraud, or affiliate fraud as soon as you become aware of it. New Customers identified as bonus abusers, money launderers, fraudsters, or participants in affiliate fraud are not valid under the Agreement, and no Commission is payable in respect of such New Customers.
3.7 Unsuitable websites You must not use Tracking Links or place digital advertisements containing our Intellectual Property on unsuitable websites. Unsuitable websites include those targeted at children, those displaying illegal pornography, those promoting violence or discrimination, those promoting illegal activity, and those that infringe third-party intellectual property rights or breach advertising regulations.
3.8 Tracking Links Tracking Links must be displayed at least as prominently as any other sales link on the Affiliate Site. You will use only Tracking Links provided by the Company, and only within the scope of the Affiliate Program.
3.9 Email and SMS marketing Where we have granted you permission, you must ensure that each recipient has expressly consented to receiving marketing communications by SMS or email and has not subsequently opted out. It must be clear that all marketing communications originate from you and not from our Company. Sending emails or SMS that promote Company Websites or include our Intellectual Property Rights requires our prior permission.
3.10 Use of Company Intellectual Property Rights Any use of our Intellectual Property Rights must comply with the brand guidelines issued by us and requires prior approval as set out below. You may not register domain names, search terms, or identifiers on search engines, portals, app stores, sponsored advertising services, or referral services that are identical to, or that incorporate, our trademarks.
3.11 Approved creative You may not use advertising layouts or creatives (including banners, images, and logos) featuring our Intellectual Property Rights unless those assets have been supplied by us or approved in advance. Our approval must be obtained in time for the launch of any advertising campaign or creative, and evidence of that approval must be provided to us on request.
3.12 Loyalty Programs You may not offer any cash-back, value-back, or similar programs, other than those offered on the Company Websites themselves.
3.13 Responsible Gaming We are committed to responsible gaming and to the prevention of gambling addiction. You agree to support our responsible gaming messaging and not to target individuals under 18 or under the legal gambling age in their jurisdiction.
3.14 Illegal activity You may not source traffic from territories or jurisdictions where gambling is illegal. All activity carried out under the Affiliate Program must comply with applicable law and must not involve any illegal act.
3.15 Data Protection and Cookies You must comply with GDPR and with all other applicable data protection laws and regulations, including those governing the use of "cookies".
3.16 Cost and expense You bear all risks, costs, and expenses incurred in fulfilling your obligations under the Affiliate Agreement.
3.17 Company monitoring of Affiliate activity You must cooperate promptly and provide any information we request so that we can monitor your activity under the Affiliate Program.
3.18 Commissions paid incorrectly You agree to refund, on request, any Commissions you have received in respect of New Customers referred in breach of the Affiliate Agreement, or involving fraudulent or falsified transactions.
3.19 Excluded Territories You may not promote any Site to persons located in Excluded Territories, and you may not source traffic from Excluded Territories. You may not assist or encourage the circumvention of any restrictions imposed by us or by any Site relating to Excluded Territories.
4. Our Rights & Obligations
4.1 We will use reasonable efforts to provide you with the materials and information needed to implement Affiliate Links.
4.2 We will register any New Customers directed to Company Websites by you and will track their transactions. We reserve the right to refuse New Customers, or to close their accounts, as needed to comply with our requirements.
4.3 We will provide monitoring tools that allow you to track your Affiliate Account, Commission level, and payment status.
4.4 We will collect and process the following personal data of Affiliates or their employees: username for login, email address, name, date of birth, country and address, and financial data. This is done for security purposes, to meet anti-money laundering (AML) legal obligations, and to manage our commercial relationship. In the event of an actual or suspected breach of this Agreement, negligence in performing under the Affiliate Program, or failure to discharge your obligations under it, the following remedies are available to us:
4.4.1 Suspension of your participation in the Affiliate Program while a potential breach is being investigated. Commission payments will be suspended during any such period of suspension.
4.4.2 Withholding of any Commission or other payments related to specific campaigns, traffic, content, or activities you have carried out in breach of your obligations under this Agreement.
4.4.3 Withholding from the Commission any amounts we reasonably consider necessary to cover any indemnities given by you, or to cover liabilities arising from your breach of the Agreement.
4.4.4 Immediate termination of the Agreement.
4.4.5 Withholding of funds held in the Affiliate Wallet where those funds have not been withdrawn within 3 months of termination of the Agreement under Clause 8.1. These rights and remedies are not mutually exclusive.
5. Commissions
5.1 Upon Application Approval, the default Revenue Share Commission set out under "commissions" will apply to Customers referred by you in accordance with this Agreement.
5.2 We may agree a Negotiated Plan with you that differs from the Standard Commission, during which the Standard Commission is suspended. While the Negotiated Plan is in force, no Commission is payable for Customers generated before the Negotiated Plan came into effect. On termination under Section 12.2, or on expiry (whichever occurs first), the Standard Commission applies to all Customers.
5.3 Where a Negotiated Plan has been agreed by the Company, we may also agree an Insertion Order (IO) with you, during which the Negotiated Plan is suspended (and, for clarity, so is the Standard Commission). While the IO is in force, no Commission is payable for Customers generated before the IO came into effect. On termination or expiry of the IO (whichever occurs first), the Negotiated Commission applies to the Customers.
5.4 If we agree in a Negotiated Plan and/or IO to compensate you solely via a CPA Commission for certain Customers, we will cease all further Commission payments for those Customers once the CPA Commission has been paid.
5.5 If a Hybrid Commission is agreed in a Negotiated Plan and/or IO for certain Customers, and a person starts the process of becoming a Customer but fails to meet the Customer criteria for the CPA Commission component within the duration of the Negotiated Plan and/or IO, no Commission is payable in respect of that person.
5.6 For clarity, the terms of an IO and/or Negotiated Plan do not survive termination or expiry of that IO or Negotiated Plan.
5.7 The Affiliate agrees not to become a Customer; no Commission is payable to the Affiliate in that scenario. If the Affiliate is an individual, no Commission is payable for any Relative who becomes a Customer. If the Affiliate is an entity, the directors, officers, and employees of that entity, together with their Relatives, do not qualify as Customers and no Commission is payable in their respect. In addition, the number of Customers per individual household computer, tablet, and mobile device is capped at one.
5.8 You acknowledge and agree that our determinations and calculations of the number of Customers, the Commission, and the Sub-Affiliate Fee are final, and any further review of those figures is at our sole discretion.
5.9 If the ratio (CPA commission / Deposits) after the first 45 days is: - Over 100% up to 120% : we will issue a warning to the partner to improve performance. If performance does not improve in the following month(s), the CPA model will be moved to a lower tier to improve the ratio. - From 120% to 180% : the CPA model will be moved to a tier lower than the initial deal to improve the ratio. If this continues in the following month(s), the monthly commission will be reduced to 50% for the second month and the CPA model will be moved to a lower tier. If poor performance continues, cooperation may end or switch to %RS. - Over 180% : the monthly commission will be moved to a tier higher than the initial deal (i.e. tightened) and monthly commission will be set to ON HOLD. If this continues in the following month(s), cooperation will end or switch to %RS. Payment of any ON HOLD amount (resulting from poor performance) is at the discretion of top management.
6. Payments
6.1 All Affiliate Payments are paid in Euros. For clarity, we are not responsible for any currency conversion charges or fees relating to the transfer of funds to your chosen Payment Method.
6.2 We will publish, via the Affiliate Program Website, the number of Customers, the Commission, and the Sub Affiliate Fee generated under this Agreement in the current calendar month, together with any applicable Additional Payments, for payment in the following month. Accurate tracking, reporting, and calculation of Customers and Commission depend on the Marketing Materials (including Tracking Links) being properly formatted.
6.3 If Affiliate Payments are less than EUR 100 for a given calendar month, the balance is carried forward to the next month's Affiliate Payments until the total reaches EUR 100 or more.
6.4 Unless otherwise agreed in any IO, and subject to this Agreement and to your full compliance with your obligations under it, the Commission and Sub Affiliate Fee are paid following the end of each calendar month, provided that you submit an invoice for the correct amount of Commission and Sub Affiliate Fee generated in that month. The Listing Fee is paid following your invoicing of the Company for the correct amount, either after both parties have signed the relevant IO or after the Negotiated Plan has come into force, as applicable. The Fixed Fee is paid following the end of each calendar month in which it applies, subject to you providing an invoice for the correct amount. We will settle any undisputed invoice within 20 days of receipt. If you disagree with the balance reported, you must send an email to the affiliate account manager or Head of Affiliates at rtp.partners within thirty (30) days, setting out the reasons for the dispute. If no such email is received within that period, the reported balance for the period in question is irrevocably deemed accepted. The Company's final decision on any dispute regarding financial calculations is binding on the Affiliate, with no right of appeal.
6.5 We pay Affiliate Payments using the payment method you select on the Application Form (the "Payment Method"). If Affiliate Payments are not received by you, or are sent to the wrong account because you supplied incorrect or incomplete payment information, we will not be liable for the non-payment.
6.6 If, for six (6) consecutive calendar months, we are unable to transfer Affiliate Payments to your chosen Payment Method due to incomplete or incorrect payment details, or any other valid reason outside our control, we may withhold those Affiliate Payments and will no longer be obliged to pay them to you.
6.7 Where a Negotiated Plan applies to you, we reserve the right to modify the Commission scheme, the Commission amount payable, and the qualification criteria for earning Commission (including, without limitation, the Customer qualification criteria). Any such modification will only take effect after we have given you prompt notice of the change and its effective date.
6.8 We may withhold any Affiliate Payments generated in breach of any term of this Agreement.
6.9 Any Affiliate Payments due to you under this Agreement are conditional on the Company having actually received the corresponding payment from the Operator.
6.10 You are responsible for any taxes, charges, duties, imposts, contributions, levies, or other liabilities payable on any amounts owed to you under this Agreement in any jurisdiction. Payments made to you under this Agreement are inclusive of all such amounts. The Company is not required to gross up payments to account for those obligations. We reserve the right to deduct and withhold from any amounts due to you, and to remit to the relevant tax authorities, any tax amounts required by applicable law. Any amounts so deducted and withheld are deemed paid to you.
6.11 We operate a No Negative Carry Over Policy in respect of the Revenue Share Commission and the Revenue Share Commission component of any Hybrid Commission. Under this policy, if total Net Revenue in any calendar month is negative, the Revenue Share Commission (or the Revenue Share Commission component within a Hybrid Commission, as applicable) for that month is zero. However, where a negative balance results from Fraud or from a breach of this Agreement, we reserve the right to offset the negative amount against future Affiliate Payments until the negative balance has been recouped in full.
6.12 We reserve the right to offset any amounts owed by you to us against any Affiliate Payments due to you. In addition, we reserve the right to offset any payments owed to you against any liabilities you have toward us, including claims arising from your breach of this Agreement or any other agreement between us and you.
6.13 If a Promoted Site is removed from the Affiliate Program, we will stop making Affiliate Payments for that site from the date it leaves the Program (the "Cut Off Date"). However, if any IO and/or Negotiated Plan (including any suspended plan) is in force as at the Cut Off Date, and Additional Payments have been agreed for that Promoted Site, both parties will engage in good faith negotiation and act reasonably to determine how the value of the Pro Rata Repayment should be reallocated to advertising for another Promoted Site (the "Alternative Advertising"). If the parties fail to agree on the Alternative Advertising within 14 days of the Cut Off Date:
6.13.1 In relation to any Fixed Fee applicable as at the Cut Off Date, we will pay you the Fixed Fee Payment and will have no further obligation to make additional Fixed Fee payments.
6.13.2 If we have not paid the Listing Fee, we will not be liable to pay you the Listing Fee.
6.13.3 If we have paid the Listing Fee, you must immediately pay the Company the Pro Rata Repayment. From the Cut Off Date, you must stop using the Marketing Materials relating to that Promoted Site and stop all marketing activity directed at it.
7. Big Winner Policy
7.1 The Big Winner Policy is activated when a player accumulates a negative Net Revenue balance of €5,000 or more on any product or game, at which point the player is classified as a Big Winner (or High Roller). The policy also applies where the Affiliate's total negative Net Revenue exceeds €2,000 at the close of a reporting period. Where both conditions are met, the negative Net Revenue caused by the Big Winner will be ring-fenced until the player becomes profitable for the brands operating under rtp.partners.
7.2 Players classified under the Big Winner Policy will be identifiable to Affiliates in the Customer Reports section of the Affiliate Program. These players will be assigned to a specific reward plan named "Big Winner Policy". Official notifications are not sent automatically, but Affiliates may request monthly updates from their account managers.
7.3 Any negative balances carried over under the Big Winner Policy will not offset other customer revenues referred by the Affiliate. Once a Big Winner customer's negative net revenue has been overcome, the Affiliate automatically resumes earning commission on that customer. Where there is more than one Big Winner, each carries its own negative balance forward independently. Commissions are calculated at the end of each open period, with payments issued between the 7th and the 15th of each month.
8. Fraud
8.1 We reserve the right to investigate any potential fraud involving either any Customer or you.
8.2 Any fraud investigation will be completed within a maximum of 80 days. During that period, we may suspend your Account.
8.3 Without prejudice to Section 12.4, if your Account is suspended:
8.3.1 We may retain all Commissions and Sub Affiliate Fees that were due to you but unpaid prior to the suspension;
8.3.2 No Commissions or Sub Affiliate Fees will accrue during the suspension;
8.3.3 If any IO and/or Negotiated Plan is in force during the suspension, we are not liable for any Affiliate Payments due during that period;
8.3.4 You must stop all marketing and promotional activity for the Promoted Sites immediately, including discontinuing use of the Marketing Materials.
8.4 Once we have completed our fraud review, if we decide to lift the suspension:
8.4.1 You may resume using the Marketing Materials to market and promote the Promoted Sites;
8.4.2 We will pay any Commissions that were due before the suspension, provided they are not linked to fraud;
8.4.3 We will retain any Commissions linked to fraud;
8.4.4 We will pay any Sub Affiliate Fees that were due before the suspension;
8.4.5 Any ongoing IO and/or Negotiated Plan will continue on its terms after the suspension ends;
8.4.6 If, immediately before the suspension, an IO and/or Negotiated Plan was in force under which a Listing Fee had been paid, then on lifting of the suspension you must immediately place the Marketing Materials as agreed. In addition, if the duration of the IO and/or Negotiated Plan is independent of the number of Customers you deliver, you must pay a pro rata portion of the Listing Fee, proportional to the number of days your Account was suspended relative to the total duration of the IO or Negotiated Plan.
8.5 Any instance of fraud constitutes a breach of this Agreement by you.
8.6 We reserve the right to deduct any funds you have received that are linked to fraud from any future Affiliate Payments due to you.
9. Additional Restrictions
9.1 You may not, and you must not permit or encourage any third party to:
9.1.1 Modify, redirect, or otherwise interfere with the functionality or accessibility of the Promoted Sites or any of their pages;
9.1.2 Reproduce or imitate the design and overall look and feel of any of the Promoted Sites, whether in part or in full;
9.1.3 Acquire any rights over Customer data;
9.1.4 Register as a Customer, or facilitate or authorize anyone else to register as a Customer, otherwise than through the lawful promotion of the Promoted Site under this Agreement;
9.1.5 Cause any part of the Promoted Sites to open in a browser other than as a result of a user clicking on the Marketing Materials;
9.1.6 Attempt to capture or divert traffic from the Promoted Sites, including through user-installed software;
9.1.7 Breach the terms of use and applicable policies of search engines;
9.1.8 Market or promote any Promoted Site in any prohibited territory defined for that site;
9.1.9 Attempt to circumvent geographic restrictions designed to prevent potential Customers in prohibited territories from registering, or attempt to obscure or falsify a Customer's geographic origin;
9.1.10 Share Customer details with any third party, either during the term of this Agreement or after its termination.
9.2 You may not use the Marketing Materials in any way that adversely affects us, any Group Company, or the Operators, including any use that could damage our, any Group Company's, or the Operators' goodwill or reputation.
9.3 You may not promote the Promoted Sites in any way that competes with our, any Group Company's, or the Operator's promotional activities, for example by placing Marketing Materials on sites where we, a Group Company, or the Operator are already advertising the Promoted Sites.
10. Intellectual Property Rights
10.1 On Application Approval, and for the duration of this Agreement (provided you comply with its terms), we grant you a non-exclusive, revocable, non-sublicensable, non-assignable, and non-transferable licence to use the Marketing Materials solely for the purpose of displaying them on your Affiliate Sites.
10.2 You acknowledge that the Company, its Group Companies, and the Operators (as applicable) own, or hold the necessary licences, permits, and consents in respect of, all Intellectual Property Rights in the Marketing Materials and in the brands and trademarks of the Promoted Sites (collectively and individually, the "Marks"). You agree that any use you make of the Marketing Materials or the Marks accrues exclusively to the benefit of us, our Group Companies, or the Operators (as applicable) and does not grant you any rights in the Marketing Materials or the Marks.
10.3 All Intellectual Property Rights, and any goodwill generated from use of the Marketing Materials, remain with us, our Group Companies, or the Operators (as applicable).
10.4 Your Affiliate Sites must not mimic the look and feel of the Promoted Sites, nor suggest that they are part of, or associated with, the Promoted Sites.
10.5 You must not: (i) register, or attempt to register, any domain that incorporates or closely resembles the Marks; (ii) bid on keywords or search terms related to the Marks; (iii) use metatag keywords similar to the Marks on the Affiliate Sites; (iv) use any sub-domain that incorporates or closely resembles the Marks; (v) operate any social media account that features or resembles the Marks; (vi) register, or attempt to register, any trademark that incorporates or resembles the Marks in any jurisdiction; or (vii) purchase or register any keywords, search terms, or other identifiers for use on search engines, portals, social networks, sponsored advertising services, or other search or referral services that are identical or similar to the Marks, including those related to the name or domain name of the Promoted Sites or any other websites or applications operated by us, any Group Company, or any Operator.
10.6 If you fail to comply with any part of Section 10.5, you must notify us promptly. In the event of such non-compliance, you agree to transfer the relevant domain registration, search term, sub-domain, mark, and/or the benefit of any application to us or to a nominated entity, in accordance with our instructions. You must keep such registrations, domain names, search terms, sub-domain names, marks, and/or applications in force, and must not allow them to lapse, until they have been transferred to us or our nominated entity. You must fully cooperate with us and execute all documents and actions necessary to give effect to the transfer. Your obligation to transfer intellectual property rights, whether registered or pending registration before these terms become effective between us, is also covered by this Section 10.6. We reserve the right to withhold any Affiliate Payments due to you until we are satisfied that the relevant intellectual property has been properly transferred to us or our nominated entity.
11. Representations and Warranties
11.1 You warrant and represent to the Company that:
11.1.1 All information and documents you have provided, including those on the Application Form, are accurate, complete, and truthful.
11.1.2 You will promptly comply with our directions and follow the Guidelines, which may be updated from time to time.
11.1.3 You will comply with all applicable laws throughout the term of the Agreement, and your marketing and promotion of the Promoted Sites will be compliant with those laws.
11.1.4 You will comply with the attached Schedule, which forms an integral part of this Agreement.
11.1.5 You will obtain, maintain, and comply with all approvals, permits, certificates, authorizations, licences, and consents needed to perform your obligations under the Agreement.
11.1.6 You will obtain, maintain, and comply with all approvals, permits, certificates, authorizations, licences, and consents required by any applicable law or regulator.
11.1.7 You will not distribute the Marketing Materials to any third party.
11.1.8 There is no legal, commercial, contractual, or other impediment preventing you from fully performing your obligations under this Agreement.
11.1.9 If you are an individual rather than a corporate entity, you are of legal age.
11.1.10 You have carefully reviewed the laws (in particular those governing the promotion of online gambling) that apply to your activities and obligations under this Agreement, and you have concluded that you can enter into and perform this Agreement without breaching any applicable law.
11.1.11 You will comply with the regulations aimed at: (i) preventing gambling from being a source of crime or disorder, being associated with crime or disorder, or being used to support crime; (ii) ensuring gambling is conducted fairly and openly; and (iii) protecting children and vulnerable persons from being harmed or exploited by gambling.
12. Duration, Termination and Consequences of Termination
12.1 This Agreement starts on Agreement Acceptance and continues until terminated in accordance with this Agreement.
12.2 Either party may terminate the Agreement, any IO, and/or any Negotiated Plan on twenty-four (24) hours' notice by email to the other party. To terminate, you must send an email to [email protected] with "Termination" in the subject line. You may not terminate the Agreement, any IO, or any Negotiated Plan while your Account is suspended.
12.3 For clarity, your participation in the Affiliate Program ends when the Agreement is terminated.
12.4 We may terminate the Agreement, or any IO and/or Negotiated Plan, on written notice by email if:
12.4.1 You are in breach of, or we reasonably suspect you to be in breach of, any term of this Agreement;
12.4.2 You breach applicable law, or we reasonably believe you have breached applicable law;
12.4.3 We reasonably believe that your activity could expose the Company, any Group Company, or any Operator to regulatory issues in any jurisdiction;
12.4.4 A regulatory authority orders or requires the Company, any Group Company, or an Operator to end its relationship with you.
12.5 If the Agreement is terminated for any reason, any IO or Negotiated Plan that has not yet expired or been terminated will end immediately and automatically.
12.6 If the Agreement is terminated under Section 12.2 or 13.5, the Company will pay you all Commissions and Sub Affiliate Fees due as at the termination date. If any IO and/or Negotiated Plan that has not expired or been terminated remains in force (including any suspended plan) and we have agreed to Additional Payments: 12.6.1.1 We will pay you a pro rata portion of any Fixed Fee in force as at the termination date, calculated from the date the Fixed Fee became payable to the termination date; 12.6.1.2 We will not be liable for any unpaid Listing Fee; 12.6.1.3 If any Listing Fee has been paid by the Company, you must immediately repay it to the Company. Once we have paid the Commission, Sub Affiliate Fee, and Fixed Fee (where applicable), we will have no further liability for Affiliate Payments. We may hold the final payment of any Commission, Fixed Fee, and Sub Affiliate Commission for up to 80 days to verify its accuracy.
12.7 If the Agreement is terminated under Section 3.1, 12.4, or 13.11, we will retain all Affiliate Payments and will have no liability to pay you any Affiliate Payments. In addition, if, under any IO and/or Negotiated Plan (not yet terminated or expired, and possibly suspended) in force before the effective termination date of the Agreement, we have paid you any Listing Fee, you must immediately repay it to the Company.
12.8 If an IO and/or Negotiated Plan is terminated under Section 12.2, Sections 5.2 to 5.4 apply (where applicable). If the terminated IO and/or Negotiated Plan included Additional Payments:
12.8.1 We will pay you a pro rata portion of any Fixed Fee in force as at the termination date, calculated from the date the Fixed Fee became payable to the termination date;
12.8.2 We will not be liable for any unpaid Listing Fee;
12.8.3 If any Listing Fee has been paid by the Company, you must immediately repay it. Once we have paid the Fixed Fee (under Section 12.8.1), we have no further liability for any payments under the terminated IO and/or Negotiated Plan.
13. Miscellaneous
13.1 Disclaimer We give no express or implied warranties or representations regarding the Affiliate Program, the Company, or the arrangements for paying Commission (including, without limitation, warranties of functionality, fitness for a particular purpose, merchantability, legality, or non-infringement). We do not guarantee that the operation of our websites will be uninterrupted or error-free, and we will not be liable for the consequences of any interruption or error. In the event of any discrepancy between the reports available in the Affiliate Account system and the records held in the Company database, the Company database records will be treated as accurate.
13.2 Indemnity and Limitation of Liability You will indemnify and hold harmless the Company, together with our directors, employees, and representatives, against all liabilities, losses, damages, and costs (including legal fees) arising out of or in connection with: (a) any breach by you of any term of the Affiliate Agreement; (b) the performance of your obligations under the Affiliate Agreement; (c) your negligent acts; or (d) any harm caused directly or indirectly by your negligent or wilful acts or omissions, or by unauthorized use of our creatives, links, or this Affiliate Program. Our total liability will not exceed the lesser of: (i) the total commissions paid to you under this Agreement in the three (3) months preceding the event giving rise to liability; and (ii) €10,000. The Company will not be liable for any direct or indirect, special, or consequential damages, including, without limitation, loss of revenue, profits, or data, or any loss of goodwill or reputation, arising in connection with the Affiliate Agreement or the Affiliate Program, even if we have been advised of the possibility of such damages.
13.3 Non-Waiver Our failure to insist on your strict compliance with any term of the Affiliate Agreement does not amount to a waiver of our right to enforce that term, or any other term, on a later occasion.
13.4 Relationship of Parties The Company and the Affiliate operate as independent entities, and the Affiliate Agreement does not create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between them. You are not authorized to make or accept any offer or representation on our behalf. You must not make any statement, whether on your website or elsewhere, that conflicts with the terms of this Affiliate Agreement.
13.5 Force Majeure Neither party will be liable for delay or failure in performing its obligations under the Affiliate Agreement to the extent caused by events beyond its reasonable control. Such events may include, without limitation, labour disputes, strikes, industrial disruption, acts of God, terrorist acts, floods, lightning strikes, utility or communications failures, earthquakes, or other unforeseen events. If such an event occurs, the affected party is relieved from performing the affected obligations to the extent it is prevented from doing so. If the force majeure event continues for more than thirty (30) calendar days, either party may terminate the Affiliate Agreement immediately on written notice.
13.6 Assignability You may not assign the Affiliate Agreement, whether by operation of law or otherwise, without our prior written consent.
13.7 Severability If any provision of the Affiliate Agreement is held to be invalid, illegal, or unenforceable in any respect, that provision will be ineffective only to the extent of such invalidity, illegality, or unenforceability and will not affect the validity of the remainder of the Affiliate Agreement or any of its other provisions.
13.8 English language The Affiliate Agreement was originally drafted in English. In the event of any conflict or inconsistency between the English version and any other language version, the English version prevails.
13.9 Modification of Terms & Conditions We reserve the right to modify any term of the Affiliate Agreement, or to replace the Agreement in full, at any time and in our sole discretion, by posting a change notice or a new agreement on our site. Such modifications may include, for example, changes to the scope of available Commissions and changes to the rules of the Affiliate Program. If you find any modification unacceptable, your remedy is to terminate the Affiliate Agreement. Your continued participation in our Affiliate Program after we have posted a change notice or a new agreement constitutes your binding acceptance of the modifications or the new agreement.
13.10 Confidentiality Any information we provide to you, whether before or during the term of this Agreement, will be treated as our confidential information ("Confidential Information"). You may not use Confidential Information for any purpose other than performing your obligations under this Agreement. You may not disclose any Confidential Information to any third party, except to your employees, officers, representatives, or advisers who need to know it in order to perform your obligations under this Agreement. You must ensure that those employees, officers, representatives, and advisers comply with the terms of this Section 13. You may not make any public announcement about any aspect of this Agreement or about your relationship with us without obtaining our prior written consent.
13.11 Personal Data We collect and process your Personal Data, which may include details such as email addresses, transaction data, IP addresses, names, surnames, and, where applicable, the names of your employees. By joining the Affiliate Program and using the Affiliate Program Site, you confirm and accept the rtp.partners Privacy Policy, which forms an integral part of this Agreement (the "Privacy Policy"). We strongly recommend that you read the Privacy Policy in full, as it sets out the terms on which we process any Personal Data we collect from you, or that you voluntarily provide to us. You warrant that you will process Personal Data strictly in accordance with: - Regulation (EU) 2016/679 (the General Data Protection Regulation, "GDPR"), to the extent it applies to your processing activities (for example, where you target or monitor users within the EU/EEA); - The Kahnawàke Gaming Law and the regulatory instruments of the Kahnawake Gaming Commission, including: - the Regulations Concerning Interactive Gaming; - the Regulations Concerning Anti-Money Laundering and Counter-Terrorism Financing (2021); and - any data-protection, player-record, or information-security requirements or directives issued by the Commission for licence-holders, approved agents, or affiliates; - Any other applicable privacy, data-protection, consumer-protection, and electronic-communications laws in the jurisdictions whose players you target, or from which you process Personal Data. All Personal Data must be processed securely and lawfully, used only for the purpose of performing this Agreement, and stored in compliance with the retention, access-control, and reporting requirements imposed by the Kahnawàke Gaming Commission or by any relevant EU/EEA supervisory authority. By entering into this Agreement, you also enter into the Data Protection Addendum in Schedule A, which sets out the detailed allocation of responsibilities between the parties under both GDPR and Kahnawàke privacy obligations.
13.12 Amending the Agreement We reserve the right to amend the Affiliate Agreement at any time, in our sole discretion, by posting the revised Affiliate Agreement on the Affiliate Program Site. You agree that any amendment takes effect as soon as the revised Affiliate Agreement is posted, whether or not you have reviewed the changes. You also acknowledge and agree that posting the revised Agreement constitutes sufficient notice of the changes. By continuing to participate in the Affiliate Program after the revised Affiliate Agreement has been posted, you accept the amendments and agree to be bound by them. We recommend that you check the Affiliate Program Site regularly to stay informed about the terms of this Affiliate Agreement. If you do not agree to any amendment, your sole remedy is to terminate the Agreement in accordance with Section 12.2. This termination right is your only recourse in response to any amendments.