Please be sure to read through these General Terms & Conditions (GTCs) carefully before agreeing to them. If you do not agree to the GTCs, you should not participate in the S5 Entertainment Ltd. Affiliate Programme. It will be assumed that the Partner has taken note and agreed to all of the terms and conditions set out in this document.
The contractual relationship between the Affiliate Partner and S5 Entertainment Ltd. in the Affiliate Programme is governed exclusively by the following General Terms & Conditions (GTCs), the Affiliate Agreement between the Affiliate Partner and S5 Entertainment Ltd, the completed Affiliate Registration Form, and any other guidelines and/or further requirements, which S5 Entertainment Ltd. must communicate to the Partner in writing or publish within these GTCs, as well as the appropriate billing schemes, as amended.
By registering in the Affiliate Programme, the Partner attests to be aware of the exclusivity of the Agreement and consents to its requirements, with its possible amendments. By agreeing to the GTCs, the Affiliate Partner declares his/her agreement to be bound by these conditions.
The Affiliate Partner is to maintain and operate one or more online websites (hereinafter referred to as “Websites”) and confirms that he will operate the websites in his own name and has exclusive right to disposal of these websites.
- Subject matter of the Agreement
- The purpose of this Agreement is to clearly state the business relationship between the Affiliate Partner and S5 Entertainment Ltd. S5 Entertainment Ltd. reserves the right to change and/or adapt these GTCs at its own discretion and/or in keeping with legal and/or economical developments. Any changes to this Agreement shall be communicated to the Partner in writing, by e-mail or via the operator’s website.
- The Affiliate Partner shall provide marketing services within the scope of these GTCs. None of the signatory parties shall act on behalf of and/or as a representative of the other party. The Affiliate Partner has no rights to conclude a contract on behalf of S5 Entertainment Ltd. or to assume or enter into any obligations in any way.
- This Affiliate Agreement is mutually non-exclusive.
- General remarks
The Affiliate Registration Form is to be completed fully and truthfully by the Affiliate Partner. The Affiliate Partner also undertakes to immediately update any information that undergoes a full or partial change. Should the Affiliate Partner not update his/her information, this can lead to the termination of the Affiliate Agreement and/or the withholding of payments.
- Partner ID
As soon as the Agreement has been concluded, the Affiliate Partner will be assigned a unique Affiliate tracking code (Partner ID). Using the link codes that are assigned on the partner programme, customers who are directed to the Affiliate Partner’s website via the link will be registered, along with their submitted bets.
- Prohibition of transfers
The Affiliate tracking codes provided through S5 Entertainment Ltd. will only be made available to use exclusively through the Partner. The Partner undertakes to refrain from using any sub-licences and/or transfers of tracking code IDs, bonus codes or Affiliate commission.
- Termination provisions
S5 Entertainment Ltd. reserves the right to terminate the agreement with the Affiliate Partner, if his/her website and/or marketing activities are deemed unsuitable and/or the Affiliate Partner fails to fulfill his/her duties, as explained below. This decision is at S5 Entertainment Ltd. sole and absolute discretion.
- Duties of the Affiliate Partner
- The Affiliate Partner shall ensure that he/she is authorise and entitled to enter into a binding agreement regarding the subject matter of this Agreement.
- The Affiliate Partner will make every effort to promote and recommend the S5 Entertainment Ltd. website and/or websites, at his/her own cost and expense. Furthermore, the Affiliate Partner is solely responsible for the content and manner of the marketing activities that are carried out. All marketing activities are to be carried out by the Affiliate Partner in a professional and proper manner, observing the applicable legal norms, regulations or laws (including, if necessary, statutory advertising restrictions) and complying with the conditions laid out in these GTCs. You (and third parties acting on your behalf) are prohibited to:
- To use marketing materials, which contain content or material that can offend, is directed at children or minors, propagates discrimination based on race, gender, religion, sexual orientation, nationality or disability, encourages illegal activity or infringes property or copyright law, on any website.
- To employ marketing materials which could distract or mislead gamers or potential gamers.
- To use marketing materials on a website or any other medium, whose content and/or available materials damage the reputation and good name of S5 Entertainment Ltd, and any of its brands; or copy/imitate, in full or in part, S5 Entertainment Ltd’s website(s).
- To register yourself as a gamer at the behest of a third party or to encourage or authorise a third party (other than as a marketing strategy of our website(s) in accordance with these GTCs) to register as a gamer.
- To try to intercept or redirect traffic from our website or other parts of our Affiliate network (including software which has been installed by our users).
- To breach the conditions and guidelines relating to the use of search engines and customer feedback portals on other websites.
- To try to initiate contact, directly or indirectly, with gamers on our website(s) (including e-mail and online chat) and encourage them to follow offers from websites that we do not own, unless approved in advance by S5 Entertainment Ltd.
- To try to market or promote services, websites and S5 Entertainment Ltd. brands (or parts thereof) in prohibited countries. This also includes any attempt to bypass the restrictions set by S5 Entertainment Ltd. excluding gamers from prohibited countries from cash games or to conceal the geographical position of a gamer.
- For the purpose of the promotion of S5 Entertainment Ltd’s marketing activity, we only use approved marketing materials. Any changes to these marketing materials are prohibited without our consent. The use of marketing materials is only permitted in compliance of the conditions of these GTCs and the contract between the two parties, if applicable further guidelines (which you can find on our website) and/or applicable laws. For the duration of the contractual relationship, we grant the Affiliate Partner a revocable, non-exclusive and non-transferable right to use the marketing materials, which refers exclusively to the use of these materials for the purposes of what has been contractually agreed here.
- Rights of the Affiliate Partner
- Marketing material
S5 Entertainment Ltd. shall supply the Affiliate Partner with the necessary information along with the marketing material for the correct use of the Affiliate tracking codes.
The Affiliate Partner receives commission for gaining new customers. Customers who were not in S5 Entertainment Ltd’s gamer database at the time of this gain to S5 Entertainment Ltd. are to be called new customers. The Affiliate Partner receives for each new customer, from the date of registration, a claim on the provision for one year. All gamers who were already registered in S5 Entertainment Ltd’s gamer database do not count as new customers.
- CPA reward and self-exclude
The CPA self exclude rule applies on our CPA deals and will be ignored only if acquired player will self-exclude him/herself within the first 30 days upon the registration. E.g. a customer is acquired on the 1.11.2017, he triggers affiliate´s CPA. On the 22nd of November 2017 the customer self-excludes him/herself, the CPA will be reversed.
This modification comes in place to protect both partners and improve the cooperation. Affiliates are welcome to get in touch with us to discuss any modifications to unordinary cases.
- Commission settlement
S5 Entertainment Ltd. periodically provides the Affiliate Partner with an Affiliate settlement. Furthermore, S5 Entertainment Ltd. manages customer services that relate to Affiliate partnership.
- Calculation of commission
The calculation basis for commission remuneration for net gaming revenue that a new customer, who has been recruited directly from the Affiliate Partner, attains. Net gaming revenue is calculated as follows: Gross gaming revenue minus taxes, fees and bonus is equal to the net gaming revenue (gross gaming revenue – taxes – fees – bonus = net gaming revenue).
- Commercial use
The present marketing opportunities are limited to commercial use. The Affiliate Partner undertakes to not try to increase the Affiliate commissions payable to you and act in any other fraudulent manner, neither for yourself nor for relatives, friends, employees, mediators and advisers. Any infraction of this clause will be deemed as fraud traffic and dealt with accordingly.
- Intellectual property
- For the purposes of this present Agreement, “intellectual property rights” constitute all rights to existing and future patents, brands, service marks, designs, sounds, brand names (including domain names), databases, as well as all copyrights (including software rights) and author’s moral rights, further to all expertise, corporate secrets and the right to secrecy, and any other globally applicable rights and protective legislation of a comparable nature.
- The Affiliate Partner acknowledges that all intellectual property rights are and remain the sole property of S5 Entertainment Ltd. Furthermore, the Partner acknowledges that he/she is not permitted to sell, license and/or distribute intellectual property or rights to intellectual property to third parties without prior written consent from S5 Entertainment Ltd.
- Trade, brand and domain names
- Any trademark, domain name or trade name that contains part of all of S5 Entertainment Ltd. brands, deceptively resembles our brands or is composed of our brands without the prior written consent and/or approval of S5 Entertainment Ltd. (unless this has occurred in keeping with the conditions in this contract) will be considered unauthorised and fraud traffic.
- It is prohibited to name or use company names, trade names, brand names, trademarks, business symbols or URLs (including translations or paraphrases thereof) owned by S5 Entertainment Ltd. or our Affiliates in company names, trade names, brand names, trademarks, business symbols or URLs by means of a purchased or reserved keyword search.
- It is prohibited to register a domain name that contains one of our brands or a brand that is deceptively similar to our brands. This also includes the use of our brands in social networks and networking platforms.
- It is prohibited to register or attempt to register brand names or domain names that deceptively resemble our brands, unless S5 Entertainment Ltd. has approved such a brand/domain name transfer or the application for the registration of such a brand or domain name.
- The Partner is aware that all brands are exclusively protected, remain under S5 Entertainment Ltd’s ownership and no ownership rights should not be transferred to our brands with this contract. You further undertake to respect, at any time and without dispute, the ownership or any other rights to our brands.
- Duration and termination
- The Affiliate partnership comes into force from the time at which S5 Entertainment Ltd. accepts the registration to the Affiliate Programme and shall remain in force until the point at which the Affiliate Partner or S5 Entertainment Ltd. informs the other party in writing that the Agreement is to be terminated.
- This Agreement may be terminated by either contractual party without justification in a written notice addressed to the other party.
- If a contractual partner duly terminates the Agreement and for cause, only those commissions from new customers gained by S5 Entertainment Ltd. up to the moment of termination of the Agreement shall be due to the Affiliate Partner.
- After termination of the contract period, the Affiliate Partner will have no claim to further remunerations for new customers gained.
- Upon termination of the Affiliate partnership, the Affiliate Partner undertakes to remove all marketing materials provided by S5 Entertainment Ltd. from his/her websites, deactivate all links to S5 Entertainment Ltd. websites and immediately discontinue advertising activities. Furthermore, all confidential information on the side of the Affiliate Partner, including any duplicates, is to be returned to S5 Entertainment Ltd.
- Any conditions of these GTCs which are required to enforce this Agreement remain valid even after termination or expiration of this Agreement.
- If the Affiliate partnership should be terminated due to a violation of the contract, S5 Entertainment Ltd. is entitled to withhold outstanding remuneration entitlements and to offset any costs from the violation of these GTCs with these funds.
- Liability and warranty claims
- S5 Entertainment Ltd. does not assume any warranty in relation to the Affiliate partnership. In particular, S5 Entertainment Ltd. cannot held liable for any mistakes, technical faults or inaccuracies, losses, injuries or damages, which may befall the Affiliate Partner or any other people wholly or partly due to substantial or technical errors, disruption, unavailability lagging of S5 Entertainment Ltd. websites, system, networks, software or hardware or that of the Affiliate Programme.
- S5 Entertainment Ltd. is free from the obligation to supply redundant systems, networks, software or hardware. S5 Entertainment Ltd. offers no guarantee that their websites are accessible at certain times or from certain locations.
- Liability for legal representatives and agents for S5 Entertainment Ltd. is limited to malice and gross negligence. The liability amount of S5 Entertainment Ltd, regardless of the reason for liability, is limited to the amount of remuneration that was paid to the Affiliate Partner in the last three months.
- Prohibition of employment
S5 Entertainment Ltd’s executive staff, management personnel, employees or advisers are prohibited from participating in the Affiliate Programme, and equally prohibited from using our websites, directly or indirectly, for any other purpose than for the business relationship. Relations of the aforementioned persons are equally prohibited from participating in the Affiliate Programme and using, directly or indirectly, our websites.
- Applicable law and jurisdiction
The General Terms & Conditions are liable to Maltese law. For any disputes arising from these General Terms & Conditions, the place of jurisdiction shall be in Cyprus.
- Should individual conditions in these General Terms & Conditions be deemed invalid or unlawful, the remaining conditions shall remain valid and applicable.