Terms & Conditions
It is important that you read and understand these terms and conditions (the "Agreement").
The Agreement sets out the terms and conditions between Dedsert (Ireland) Limited t/a Betbright whose registered office is at 2nd Floor, Heather House, Heather Road, Sandyford Industrial Estate, Dublin 18 (“Betbright”) and you in relation to your application to become an affiliate of the Betbright Affiliate Program.
By completing an application form on the Betbright Affiliate Website to join the Betbright Affiliate Program and ticking the check box, you are agreeing (subject to Betright’s approval of your application) to becoming an affiliate of the Betbright Affiliate Program and agreeing to the terms and conditions of the Agreement. The application form forms part of the Agreement.
(i) do not agree to the terms and conditions of the Agreement; or
(ii) are not authorised to agree to the terms and conditions of the Agreement:
you should discontinue your application.
Betbright shall have the sole discretion in deciding if an applicant is successful in becoming an Affiliate. Successful applicants will be notified by email.
1. DEFINITIONS & INTERPRETATION
1.1 The following words and expressions shall have the following meanings respectively:
"Affiliate" means a member of the Betbright Affiliate Programme;
"Betbright Affiliate Website" means the website with URL https://www.betbrightaffiliates.com operated and controlled by Betbright;
"Banners and Text Links" are the graphical artwork or text that direct traffic to Sites through the Affiliate's Tracker, to permit a Player to hyperlink from the Affiliate's website to the Sites;
"Business Days" means a day other than a Saturday or Sunday or public holiday in Ireland on which banks are generally open for business in Dublin, other than for 24 hour electronic or telephone banking;
"Chargeback" or "Credit" is a credit card transaction which is not collectable by a credit card company as a result of Player's non-payment or fraudulent credit card use, or other Player payment transaction which is revoked and for which a credit is given;
"CPA" means the alternative cost per acquisition payment structure as set out in Clause 5;
"CPA Payment" means the CPA payment that the Affiliate may be entitled to pursuant to the CPA Payment Plan as set out in Clause 5;
"CPA Payment Plan" means the alternative payment plan to the Revenue Share as set out in Clause 5;
"Excluded Territories" include the territories indicated in the list below, which may be changed by Betbright from time to time. The Excluded Territories are as follows:
THE UNITED STATES AND ITS TERRITORIES, ISRAEL, ANTIGUA AND BARBUDA, NETHERLANDS ANTILLES, ESTONIA, CYPRUS, KAHNAWAKE, BULGARIA, HONG KONG, PHILIPPINES, TURKEY, FRANCE AND ITS OVERSEAS DEPARTMENTS, CUBA, IRAN, MYANMAR (BURMA), NORTH KOREA, SUDAN, SYRIA, CHINA, GREECE, AUSTRALIA and SOUTH AFRICA.
"Fraud" means an actual or attempted act by the Affiliate or any Player which is reasonably deemed by Betbright to be (i) illegal in any applicable jurisdiction; (ii) made in bad faith; or (iii) intended to defraud Betbright or any of the Sites and/or circumvent any contractual or legal restrictions, regardless of whether such act or attempted act actually causes Betbright or any of the Sites any damage or harm. Fraud shall include, without limitation, collusion; abuse of bonuses or other promotions; abuse of the Revenue Share structure or the CPA commission structure; violation of money-laundering or other laws and regulations; false, misleading or unauthorised advertising or representations; use of stolen credit cards; rake-back activity; and unauthorised use of any intellectual property rights (including third parties' and any of Betbright's or the Sites' rights, and registering or attempting to register adwords in breach of this Agreement), and “Fraudulent” shall be construed accordingly;
"Gambling Taxes" means any tax, duty or levy, including VAT or equivalent, payable by Betbright to any authority in any jurisdiction in respect of bets, stakes, rakes or entry fees received from Players, although not including corporate income tax or equivalent;
"Good Industry Practice" means the exercise of that degree of skill, diligence, prudence and foresight which would reasonably and ordinarily be expected from a skilled and experienced contractor in good faith;
"Group Companies" means any body corporate which is from time to time a holding company of that company, a subsidiary of that company or a subsidiary of a holding company of that company and shall include any company in which a Group Company has a shareholding of 50% or more;
"intellectual property rights" means Marks, patents, rights in design, trade marks, trading, business or domain names and e-mail addresses, copyrights (including any such rights in typographical arrangements, websites or software) whether registered or not and any applications to register or rights to apply for registration of any of the foregoing, rights in inventions, know-how, trade secrets and other confidential information, rights in databases and all other intellectual property rights of a similar or corresponding character which subsist now or in the future in any part of the world;
"Marks" means any logo, trade mark, trade name, design, domain name, insignias or similar identifying material that are owned by, and/or licensed to Betbright or any of its Group Companies, or any of the Sites;
"Net Revenue" shall have the meaning set out in Clause 5.4 of this Agreement;
"Player" is an individual from your website who has entered the Site via the Banners and Text Links that: (i) has validly opened a new account with BetBright in respect of Sportsbook or Casino on the relevant Site; (ii) has not previously opened an account with Betbright in respect of such Site; (iii) has had their account registration details adequately validated and approved by Betbright, including (without limitation) that the individual is confirmed to be 18 years of age or above; (iv) places stakes, or plays, (as relevant) with deposited money on the relevant Site via the Affiliate's Tracker(s); and (v) is qualified and authorised to access and use the relevant Site in accordance with the terms and conditions of use of such Site and complies with all applicable laws, rules and regulations;
"Promotion Materials" means graphical artwork or text regarding specific promotion campaigns, sent by Betbright from time to time for dissemination by the Affiliate;
"Revenue Share" is the percentage of Net Revenue payable to the Affiliate;
"Sites" are the websites promoted by Betbright and/or any designated third party appointed by Betbright from time to time, and all of their related pages, and "Site" shall mean any of them;
"spam" means emails and messages that meet any one or more of the following criteria: (i) unsolicited mailing, usually sent to a large number of addressees; (ii) contains false or misleading statements; (iii) does not truthfully identify the source or the originating IP Address and / or the originating email address; (iv) does not contain an online and real time remove option, (v) bundles certain software with other software, or (vi) inserts icons or causes software download or installation or similar action without the consent of the addressee;
"Sportsbook" means BetBright’s online sports betting product; which excludes virtual sports;
"Casino" means BetBright’s online casino product:
"subsidiary", "holding company" and "equity share capital" have the same meanings as in Section 155 of the Companies Act 1963;
"Tracker" a unique tracking URL that Betbright shall provide exclusively to the Affiliate for the term of this Agreement, through which Betbright shall track Players and calculate an Affiliate's Revenue Share or any payment under a CPA Payment Plan, as applicable.
"Website" means www.betbrightaffiliates.com; and
"your website" means the website or websites provided by you on your application form to become an Affiliate of the Betbright Affiliate Program.
1.2 In this agreement unless otherwise specified, reference to:
1.2.1 a party means a party to this agreement and includes its permitted assignees and/or the respective successors in title to substantially the whole of its undertaking;
1.2.2 a person includes any person, individual, company, firm, corporation, government, state or agency of a state or any undertaking (whether or not having separate legal personality and irrespective of the jurisdiction in or under the law of which it was incorporated or exists);
1.2.3 a statute or statutory instrument or any of their provisions is to be construed as a reference to that statute or statutory instrument or such provision as the same may have been or may from time to time hereafter be amended or re-enacted;
1.2.4 words denoting the singular shall include the plural and vice versa and words denoting any gender shall include all genders;
1.2.5 recitals, clauses, paragraphs or schedules are to recitals, clauses and paragraphs and schedules to this agreement. The schedules form part of the operative provisions of this agreement and references to this agreement shall, unless the context otherwise requires, include references to the recitals and the schedules.
1.3 The index to and the headings in this agreement are for information only and are to be ignored in construing the same.
2. BETBRIGHT'S RIGHTS & OBLIGATIONS
Registering and tracking players
2.1 Betbright will register the Affiliate's Players and track their activity, and will calculate the amounts payable to the Affiliate in accordance with the terms and conditions herein and also at www.betbrightaffiliates.com.
2.2 Betbright reserves the right to manage the Sites to refuse new Players or to close the accounts of existing Players if necessary. This will be at Betbright's sole discretion in order to comply with any requirements it considers mandatory, including without limitation requirements concerning Fraud, unlawful activity, breach of the respective Site's terms and conditions of use, or otherwise.
2.3 Betbright may, from time to time, appoint third parties as designated parties whose websites shall be included, for the purposes of this Agreement, as Sites.
2.4 Betbright will make payments to the Affiliate in accordance with terms and conditions of this Agreement. Betbright reserves the right to make such payments to the Affiliate through any of its Group Companies and in what proportion.
2.5 Under Irish law, any payments made to Affiliates resident in Ireland that exceed €6,000 in a calendar year will be reported to the Revenue Commissioners
2.6 Betbright requires each Affiliate to provide their name, their address and location for tax purposes (Irish, Other EU, Outside EU) and if Irish, their VAT or PPS number.
2.7 Under this Agreement under no circumstances shall the Betbright/Affiliate relationship be regarded as a partnership, association, joint venture, an employee/employer relationship or principal and agent relationship and neither party shall have the authority or power to bind the other.
2.8 Betbright will provide the Affiliate with remote online access to reports regarding Player activity and the Revenue Share generated (if applicable). The form, content and frequency of the reports will be subject to change at Betbright's discretion. Betbright will not be liable for the completeness or accuracy of any reports.
2.9 Betbright will provide you with the Banners and Text Links in various formats (e.g. flash, animated gif and text formats). At Betbright’s sole discretion, the Banners and Text Links may include a bespoke affiliate ID (an “Affid”) which may be modified by Betbright from time to time. An Affid may be created during a particular campaign (for example during a particular overarching Betbright campaign) in which case a redirect will be put into place via the Banners and Text Links.
2.10 Subject to you complying with all of the terms of this Agreement, Betbright shall use all reasonable endeavours to ensure that whenever a Player links to the Site through the Banners and Text Links and subsequently places a bet with Betbright, the relevant Player is identified as originating from your website. However, the Operator shall not be liable to you in any way if Betbright is unable to identify a Player as originating from your website.
2.11 You should note in particular that if you do not comply with the requirement to obtain consent to tracking, or where an end user refuses to grant such consent, or where you fail to comply with any other applicable laws including in relation to data privacy and security, Betbright shall not be liable to you in any way in respect of the actions of that end user or Player and Betbright may at its discretion withhold amounts otherwise due to you and/or seek to recover any amounts paid to you which amounts relate to your failure to comply.
3. AFFILIATE'S RIGHTS AND OBLIGATIONS
3.1 You warrant and undertake that:
i. you have full capacity and authority to enter into this Agreement and any other documents executed by you that may be associated with this Agreement;
ii. you will at all times conduct yourself with all due skill, care and diligence, including Good Industry Practice, and in accordance with your own established procedures and all applicable laws, enactments, orders, regulations and other similar instruments;
iii. you will not make an application to become an Affiliate or introduce any customers as an Affiliate if you are in the employment of Betbright or a Group Company;
iv. you will ensure all information you provided in your application to become an Affiliate is correct and that you will notify Betbright promptly of any changes;
v. you will ensure that you do not place any Banners and Text Links on pages of your website aimed at persons under the age of 18 years or otherwise target, whether directly or indirectly, such persons for gambling-related services;
vi. you will notify Betbright if you intend to materially change the content, layout or design of your website;
vii. your website will not contain any material which is defamatory, violent, pornographic, unlawful, threatening, obscene or racially, ethnically, or otherwise discriminatory or in breach of any third party rights and shall not link to any such material;
viii. you shall not copy or otherwise create a website that substantially resembles the "look and feel" of the Sites, or promote any website that resembles in any way the "look and feel" of the Sites, whether in whole or in part, nor utilise any such means or website to create the impression that such sites are the Sites (or any part of the Sites);
ix. you will prominently incorporate and continually display the most up-to-date Banners and Text Links provided to you by Betbright on your website only and you shall not alter the form, location or operation of the Banner and Text Links without Betbright’s prior consent;
x. you have obtained all relevant registrations, consents, authorisations and licences to fulfil your obligations and you will comply with all applicable laws, rules and regulations in connection with this Agreement;
xi. you will comply with all reasonable instructions of Betbright and all guidelines and requirements as may be issued by Betbright from time to time in writing or otherwise;
xii. you will limit all online marketing activity to the following approved methods: online advertising including industry relevant expertise, niche websites, personal websites, comparison websites, video blogs and web blogs, loyalty & reward sites, rss feeds, opt-in email marketing campaigns (subject to your having the requisite consent to send such marketing communications), and social media marketing. You must request and obtain permission from Betbright prior to implementing any method outside of the foregoing. This Agreement sets out the sole and exclusive means by which you may advertise, promote and market the Sites;
xiii. you shall not without BetBright’s prior written approval use anything but the unaltered Promotional Materials to promote Sportsbook\Casino or the Sites;
xiv. you shall not create a direct link to the Promotional Materials on any other website other than your website or on any offline media without Betbright’s prior approval;
xv. you will ensure that all communications originating from you relating to Betbright make it clear that such communications are sent by and on behalf of you (and not from or on behalf of Betbright);
xvi. you will not edit, alter or amend any marketing, promotional and/or creative materials which have been produced by or on behalf of Betbright;
xvii. you shall be solely responsible for the development, operation and maintenance of your website and for all content which appears on your website;
xviii. you shall not, by any act or omission, do anything which in Betbright’s reasonable opinion is capable of adversely affecting Betbright’s standing or reputation or which is detrimental to Betbright;
xix. you will not encourage or assist any customers or Players to breach any terms and conditions agreed to when opening an account with Betbright;
xx. you will not encourage or assist any person or Player to, engage in behaviour which in Betbright’s reasonable opinion breaches the terms or abuses the spirit of a promotion, competition, tournament or offer operated by Betbright;
xxi. you will use all reasonable endeavours to display the Banners and Text Links on your website without interruption for the duration of this Agreement;
xxii. you will not purchase, bid for, register or otherwise acquire domain names or any keywords, adwords, search terms or other identifiers for use in any search engine, portal, sponsored advertising service or other search or referral service which are identical or similar to any of Betbright’s trade marks or intellectual property rights (whether registered or unregistered). However, this does not extend to the use of metatag keywords on your website which are identical or similar to any of Betbright’s trade marks or trade names including the term “Betbright”;
xxiii. you will not solicit non Affiliates to distribute offers and claim commission on such activities and you are prohibited from starting a sub-affiliate network using the Betbright’s offers and media assets without Betbright’s express written consent in advance;
xxiv. you will not artificially increase (or attempt to) the Revenue Share payable to you;
xxv. you will not offer any special benefits or other incentives to any person for using the Banners and Text Links on your website to access the Sites;
xxvi. you will not attempt to intercept, redirect or otherwise interfere with traffic from or on any website that participates in the Betbright Affiliate Program;
xxvii. you will not take any action that could cause any third party (end users or otherwise) confusion as to Betbright’s relationship with you, or as to the site on which any functions or transactions are occurring;
xxviii. you are not and have never been engaged in any activity, practice or conduct which would constitute an offence under the Bribery Act 2010;
xxix. you have not been the subject of any investigation, inquiry or enforcement proceedings by any governmental, administrative or regulatory body or any customer regarding any offence or alleged offence under the Bribery Act 2010, and no such investigation, inquiry or proceedings have been threatened or are pending and there are no circumstances likely to give rise to any such investigation, inquiry or proceedings;
xxx. you will not market or promote any Site within or to persons from any Excluded Territories or be involved in any traffic coming from any Excluded Territories, or allow, assist or encourage circumvention of any restriction put in place by Betbright and/or any Site in connection with the Excluded Territories and it is the Affiliate’s duty to consult and regularly check this Agreement regarding any changes to the Excluded Territories;
xxxi. you will provide Betbright access to your website, premises and any relevant information, data or records and allow Betbright to monitor your website to allow Betbright to monitor whether you are complying with the terms and conditions of this Agreement; and
xxxii. you will comply at all times with all legislation in relation to your activities and your website including the Data Protection Acts 1988 and 2003 and the EU Directive 2002/58/EC (as amended) and all other applicable laws, rules and regulations anywhere in the world. In particular you shall notify customers that tracking technology will be used if they use the Text Banners and Links and you shall obtain the consent from the customers to the use of same;
xxxiii. you will not challenge the validity, ownership or enforceability of the intellectual property rights of Betbright or take any action to in any way damage or negatively affect the intellectual property rights of Betbright and its value to Betbright;
xxxiv. you shall provide reasonable assistance to Betright in protecting its intellectual property rights;
xxxv. you will not commit a Fraud or any activity that in the reasonable opinion of Betbright is misrepresentative or inappropriate;
xxxvi. you will only open one affiliate account with Betbright;
xxxvii. you will not use or cause spam;
xxxviii. you will not use Betright’s intellectual property rights other than in accordance with the terms of this Agreement;
xxxix. you will not alter or interfere with the operation of the Betbright Affiliate Website or the Sites;
xl. you have read this Agreement.
3.2 Betbright grants you a non-exclusive, royalty-free, non-transferable, non-licensable, non-assignable right and licence to use:
(i) the Banners and Text Links; and
(ii) Betbright’s intellectual property rights as are provided to you by Betbright pursuant to this Agreement;
in accordance with the terms of this Agreement. This licence will be in force only for the duration of this Agreement.
3.3 You agree that Betbright owns all intellectual property rights of any description in the Banner and Text Links, the Sites, data in respect of the Players and the Betbright Affiliate Website and you agree to immediately notify Betbright if you become aware of any breach of Betbright’s intellectual property rights or of its systems.
3.4 You agree and acknowledge that all data relating to the Players shall be and remain Betbright’s exclusive property.
3.5 You agree that Betbright may at any time solicit business on terms that differ from those contained in this Agreement.
4. MONEY LAUNDERING & YOUR IDENTITY MONEY
4.1 It is the policy of Betbright to actively prevent, to the extent within its control, money-laundering and any activities that facilitate money-laundering or funding of terrorist or criminal activities. Betbright reserves the right to attempt to verify your identity through the information provided by you, by obtaining information from public sources or by such other means as it reasonably deems necessary.
4.2 You shall provide Betbright with any supporting documents (e.g. any or all of the following for individuals: valid passport copy; valid driving licence copy; a copy of a utility bill; a bank statement, or in the case of a corporation: a copy of the company’s certificate of incorporation; constitutional documentation; information regarding the identity of the beneficial owner of the company and the identity of the directors of the company) requested by Betbright and you understand that payments due to you may be delayed if supporting documents are not provided.
5. REVENUE, PAYMENTS AND FEES
5.1 In return for the implementation of the Banners and Text Link in accordance with this Agreement and compliance with the terms and conditions of this Agreement, the Affiliate shall receive a commission consisting of the Revenue Share. The Affiliate shall be entitled to receive the Revenue Share in respect of a Player beginning with the date a customer becomes a Player and ending with the date of termination of the contractual relationship between Betbright and the Player or the termination of this Agreement, whichever occurs first. “New Player” for the purposes of this Agreement means a new Player that must become a new Player during the billing period to be considered. For the avoidance of doubt you shall not be entitled to a Revenue Share in respect of revenues generated following termination of this Agreement.
5.2 The Sportsbook Revenue Share shall be calculated as a percentage of the Sportsbook Net Revenue generated by the Players in the previous calendar month. The percentage rate of the Sportsbook Revenue Share shall depend on the number of New Players acquired in the previous calendar month. The Casino Revenue Share shall be calculated as a percentage of the Casino Net Revenue generated by the Players in the previous calendar month. The respective percentages are listed on the BetBright Affiliate Website and also below. BetBright reserves the right to change the percentages at any time.
5.3 For the avoidance of doubt, Betbright’s Revenue Share model may be calculated to be a negative figure based on the cumulative monthly Sportsbook and Casino revenue generated. Betbright has a negative carry-over policy, meaning that any negative balance in the Affiliate's account will be carried over to subsequent months and will be set-off against the payments due to the Affiliate in the subsequent months, until the full negative balance is thus set-off.
5.4 For the purposes of the table below, "Net Revenue" shall mean the amount of stakes placed by Players on Sportsbook and Casino in the relevant calendar month less: (i) returns (winnings); (ii) any bonuses paid; (iii) Chargebacks; (iv) any payment processing fees; and (v) any other revenue returns, Credits, Gambling Taxes, merchant fees, compensations or refunds given to Players.
5.5 Affiliates who signed up to BetBright affiliate programme will need to contact firstname.lastname@example.org to confirm that they want to have casino revenue included in their commission structure.
Revenue Share Plan Table
|Accumulated Number of New Players Across All Products Per Calendar Month||Percentage of
Net Gaming Revenue
Casino Net Revenue
|1 - 50 players||20%||30%|
|51 - 100 players||25%||30%|
|101 - 200 players||30%||30%|
Worked Commission Structure Example:
Sportsbook net revenue = (-£500)
Sportsbook commission (@ 20% revenue share) = (-£100)
Casino net revenue = £1,000
Casino commission (@ 30% revenue share) = £300
TOTAL payable commission: (-£100) + £300 = £200
* Note that the percentage of Sportsbook Net Revenue for 0 New Players will only be payable where the Affiliate has, in any previous calendar month, introduced one or more unique depositing New Players. As such, an Affiliate will continue to receive the minimum Sportsbook Revenue Share in respect of previously-introduced Players for such time as those Players continue to bet on the Sportsbook. BetBright reserves the right to reduce the Affiliate’s Revenue Share in the event that they do not have any New Players qualifying over a number of months predefined at the discretion of BetBright.
5.5 You will not be entitled to any Revenue Share or any payment pursuant to this Agreement or you agree to repay to Betbright any Revenue Share or any payment pursuant to this Agreement in relation to a Player who:
5.5.1 has failed any identity or credit check carried out by Betbright;
5.5.2 has been introduced in breach of this Agreement;
5.5.3 is located in an Excluded Territory;
5.5.4 is found out not to come within the definition of Player;
5.5.5 has breached the terms of his agreement with Betbright.
Cost Per Acquisition
5.6 If the Affiliate is interested in the Cost Per Acquisition payment plan (“CPA Payment Plan”) as an alternate to the Revenue Share plan detailed in this Agreement, it should contact its Betbright account manager.
5.7 Specific conditions which apply to the Affiliate's CPA Payment Plan will be set by the Affiliate’s Betbright account manager and will be set out on the Affiliate's application to join the Betbright Affiliate Program or otherwise agreed in writing with Betbright (as the case may be). The following general terms and conditions will apply to all CPA Payment Plans (unless agreed to the contrary with the Affiliate's Betbright account manager):
i. In any event of a Chargeback, Credit or suspected underage customer (proven or not verified to be over 18), such a Player will not be considered for the purpose of the CPA Payment Plan, and any CPA Payment Plan payment made to the Affiliate in respect of such Player shall be deducted from future payments to the Affiliate.
ii. A CPA Payment Plan payment will be due and payable to the Affiliate in respect of a qualifying Player only upon the first registration of such Player in one of the Sites and the depositing of the minimum required amount agreed in writing with Betbright. Any subsequent activities of such Player in that Site or in other websites owned or operated by Betbright will not entitle the Affiliate to any payment in respect of such activities. A CPA Payment Plan payment will be paid to the Affiliate only once for each Player, regardless of the number of Sites and/or number or type of games played by that Affiliate Player.
5.8 If an Affiliate elects for a CPA Payment Plan, it shall not be entitled to a Revenue Share.
5.9. If an Affiliate elects for a Revenue Share, it shall not be entitled to a CPA Payment Plan payment.
5.10 All calculations in connection with the amount payable to the Affiliate, whether under the Revenue Share or the CPA Payment Plan, will be made by Betbright and based solely on its systems' data and records, and its calculations will be final and binding.
Change of Payment Plan
5.11 Betbright reserves the right to change the Affiliate's chosen payment plan upon notice to the Affiliate. Any such change will take effect from the date of such notice.
Business by Other Persons
5.12 You shall have no claims to Revenue Share, CPA Payment Plan payments or other compensation on business secured by or through persons or entities other than yourself.
The Affiliate's Losses as a Player and related players
5.13 If the Affiliate is also a Player in one of the Sites, the Operator reserves the right to exclude the Affiliates losses or rakes as a Player in calculating the Revenue Share due to the Affiliate.
5.14 You shall not be entitled to any Revenue Share in relation to your spouse, partner, parent, child or sibling nor any connected party on your behalf (whether a director, contractor, partner, agent, employee or otherwise).
5.15 All payments made pursuant to this Agreement shall be deemed inclusive of any VAT or other tax payable.
5.16 All payments to be made to you pursuant to this Agreement shall be paid within 30 Business Days of you providing a correct invoice in relation to the amount due to you following the provision by Betbright of the appropriate report detailing the Net Revenue. Betbright shall be not be liable for any minor delays in payment or for delays in payment outside of its control.
5.17 The Affiliate will be paid its relevant payment under its payment plan on a calendar monthly basis, provided the amount payable to the Affiliate is not less than £10 (or equivalent amount in the relevant currency) where the Affiliate is paid by wire transfer. If these minimum amounts are not reached in a particular calendar month, Betbright will be entitled to withhold payment and carry the amount due to the Affiliate to the next calendar month and so on, until the minimum amounts are reached.
5.18 All funds will only be transferred to the designated account detailed on the Affiliate’s application form. Third party wire transfers are prohibited. All funds due will be paid in Euros or Sterling at the request of the Affiliate.
5.19 All calculations of Net Revenue and Revenue Share shall be made by Betbright which shall be final and binding.
6. TAXES, VAT AND OTHER CHARGES
6.1 Betbright’s VAT details are as follows; Kelfast Ltd Vat number 9832471K.
6.2 Affiliate’s are fully responsible for all taxes, fees and other costs incidental to and arising from any payments made to it under this Agreement, including without limitation any processing fees. The Affiliate will indemnify and reimburse Betbright for any costs, expenses or losses that may be caused to it as a result of any claim or demand made by any governmental or other authority, with regard to tax withholding obligations or similar obligations to which Betbright may be subject in connection with making payments to the Affiliate. Betbright will be entitled to withhold or set-off any such amounts from the payments made to the Affiliate.
6.3 Affiliates within Ireland are required to provide invoices with their VAT number and addressed to Kelfast Limited on a monthly basis before payments will be processed.
6.4 Payment processing fees are applicable to Players and differ depending on the payment method, as well as other processing fees which may from time to time be applicable in the future, will be deducted from the Net Revenue, as applicable, from which the Affiliate’s Revenue Share is derived. Such fees, however, are subject to change at any time.
6.5 A security reserve may be introduced for individual Affiliates at Betbright’s discretion. The security reserve will serve to guarantee any debt or liability from the Affiliate to Betbright pursuant to this Agreement, such as in connection with Fraud, Chargebacks, Credits or otherwise.
Chargebacks and Credits
6.6 Chargebacks and Credit amounts shall be deducted from the calculation of Net Revenue. Chargeback and Credit fees will be paid to the credit card companies or other payment service providers, as applicable, and will be administered by Betbright. If a Chargeback or Credit occurs during a fee payment-processing period, Betbright reserves the right to deduct such amounts and the associated fees from the amounts due to the Affiliate. Any Chargeback or Credit to a Player will disqualify such Player and the Affiliate will not be entitled to any payment with respect to such Player.
Right to Withhold Amounts
6.7 Betbright reserves the right to withhold all amounts due and payable to the Affiliate under this Agreement if the Affiliate has breached the terms and conditions of this Agreement or if Betbright believes that any Fraud has taken place or is contemplated which involves the Affiliate, whether or not the withheld amounts relate to the event in question. If Betbright believes that a Fraud has taken place or is contemplated by any Player without the Affiliate’s knowledge, it will be entitled to withhold any amounts due to the Affiliate in connection with such Fraud. Betbright will also be entitled, in the foregoing events, to set-off from future amounts payable to the Affiliate any amounts already received by the Affiliate which can be shown to have been generated by Fraud.
6.8 Betbright does not support any kind of content stealing or copying (site scraping) or any breach of any intellectual property rights, and it reserves the right to suspend and if necessary terminate the Affiliate's account with it, if it is proven that the Affiliate is responsible for using such methods, and/or to transfer the amounts payable to the Affiliate to the original content creator.
6.9 Betbright reserves the right to delay or withhold payments if any supporting documents relating to the payments to be made to the Affiliate are not promptly provided to it upon request.
7.1 Betbright makes every effort to ensure that no errors are made in the calculation of amounts due to Affiliates. However, human, systems’ and/or third party error may occasionally result in errors. Betbright reserves the right to correct any obvious errors and to void any payments (to include the right to be reimbursed where payments have been made in error) where such have occurred.
7.2 In the case of any blatant errors in payments made (including for example where the payment made is materially different to previous or comparable payments/periods and/or the payment is clearly incorrect, depending on all of the circumstances), the amount paid will be rebalanced at the appropriate rate. Should you be credited in error, it is your responsibility, and you undertake, to notify Betbright of the error without delay. You hereby undertake to provide your full cooperation to Betbright to correct any such errors, including by way of the return of any over-payments. Betbright may set off any payment obligation due to it from you against any future payment obligation owed by Betbright to you under this Agreement.
8.1 You will indemnify and hold harmless Betbright and its Group Companies against any and all losses, demands, claims, damages, costs, expenses (including consequential losses and loss of profit, reasonable legal costs and expenses and VAT thereon if applicable) and liabilities suffered or incurred, directly or indirectly, by Betbright in consequence of any breach by you of your obligations under this Agreement, the provision by you of inaccurate information or the breach by you of any warranty or representation or agreement or clause of this Agreement.
9. LIMITATION OF LIABILITY
9.1 Save as provided by statute and to the fullest extent permitted by law, the following provisions set out the entire liability of Betbright, its Group Companies (including any liability for the acts and omissions of its employees, agents and sub-contractors) to you whether in contract, tort, statute, equity or otherwise:
(a) you acknowledge and agree that (except as expressly provided in this Agreement) the Banners and Text Links, BetBright Affiliate Website, the Sites and all BetBright’s products including Sportsbook and Casino are provided "AS IS" without warranties of any kind (whether express or implied);
(b) all conditions, warranties, terms and undertakings (whether express or implied), statutory or otherwise relating to the delivery, performance, quality, accuracy, uninterrupted use, fitness for purpose, occurrence or reliability of the Banners and Text Links , the Sites, Sportsbook, Casino and the BetBright Affiliate Website are hereby excluded; and
(c) neither BetBright nor its Group Companies will be liable to you for any losses relating to your use of the Banners and Text Links, the Sites, Sportsbook, Casino or the BetBright Affiliate Website or any breach of this Agreement by BetBright including loss of profits (whether direct or indirect), revenues, goodwill, anticipated savings, data or any type of special, indirect, consequential or economic loss (including loss or damage suffered by you as a result of an action brought by a third party) even if such loss was reasonably foreseeable or BetBright had been advised of the possibility of you incurring such loss.
9.2 No exclusion or limitation set out in this Agreement shall apply in the case of:
(a) fraud or fraudulent misrepresentation; and /or
(b) death or personal injury resulting from the negligence of any party or any of its employees, agents or sub-contractors.
9.3 The time limit within which you must commence proceedings against Betbright to recover on any claim shall be 1 year from the date you become aware or should reasonably have become aware of the relevant breach that would form the subject of the claim.
9.4 Notwithstanding the foregoing, Betbright’s liability arising under this Agreement (whether from negligence, tort, equity breach of contract or otherwise) in respect of each event or series of connected events shall not exceed the Revenue Share paid to you in the previous 12 months prior to the event.
10. USE OF THE AFFILIATES PERSONAL INFORMATION
10.1 The Affiliate acknowledges that its personal information (meaning any information about it from which it can be personally identified, such as its name, address, telephone number or email address) may be used by Betbright for the following purposes:
i. to set up and maintain the Affiliate's account with Betbright;
ii. to comply with relevant regulations regarding the Affiliate's application and registration with Betbright, including verifying the information which the Affiliate provides to it;
iii. to monitor activities in order to detect fraudulent or otherwise unlawful, criminal or improper activities (including money laundering) and breaches of this Agreement; and to investigate and/or prevent any such activities; to report any such activities to any relevant authorities and/or other online gambling and gaming Betbrights or other online service providers;
iv. to keep the Affiliate informed of future events, offers and promotions in relation to its account; and to provide the Affiliate with important information about its account;
v. for any other purpose which is necessary for the performance of Betbright's contractual obligations to the Affiliate, or for enforcing the Affiliate's compliance with its contractual obligations to Betbright.
10.2 The Affiliate hereby consents to the use of its personal information as set out above by Betbright, including the disclosure by Betbright to relevant third parties for such purposes, including (without limitation) to: identify and/or age verification agencies, credit checking agencies, relevant authorities, other online gambling and gaming operators, other online service providers, banks, credit card companies, electronic payment providers or other financial institutions, and the Affiliate hereby agrees to cooperate fully with Betbright in respect of any such investigations of activities which it or any such third party may carry out.
11. FORCE MAJEURE
11.1 Neither party shall be in breach of this Agreement nor liable for delay in performing, or failure to perform, any of its obligations under this Agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control, and in such circumstances the affected party shall be entitled to a reasonable extension of the time for performing such obligations, provided that if the period of delay or non-performance continues for 15 Business Days, the party not affected may terminate this Agreement immediately by giving notice to other party.
12. TERM AND TERMINATION
12.1 The term of this Agreement will begin when you download a Banners and Text Link and link it to the Sites and will be continuous unless and until either party notifies the other in writing that it wishes to terminate the Agreement, in which case this Agreement may be terminated immediately. TERMINATION IS AT WILL, FOR ANY REASON, BY EITHER PARTY. For purposes of notification of termination, delivery via e-mail is considered a written and immediate form of notification.
12.2 Betbright may suspend or terminate this Agreement at its discretion immediately upon notice if it considers that you are for any reason unsuitable to be an Affiliate, including but not limited to in connection with any breach, or perceived breach, by you of the terms of this Agreement. Betbright shall not be required to disclose its reasoning in connection with any such suspension or termination. Where Betbright discloses its reasons for such suspension or termination, it may withhold and/or terminate any payments that otherwise may have been due to you.
12.3 Upon termination:
i. you must remove the Banners and Text Links from your website and disable any links from your website to the Sites.
ii. all rights and licenses given to you in this Agreement shall immediately terminate.
iii. you will be entitled only to unpaid Revenue Share, if any, earned by you on or prior to the date of termination. You will not be entitled to any Revenue Share occurring after the date of termination.
iv. if you have failed to fulfil your obligations and responsibilities, Betbright will not pay you your Revenue Share otherwise owing to you on termination.
v. Betbright may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
vi. if Betbright continue to permit activity (generation of revenue) from Players after termination, this will not constitute a continuation or renewal of this Agreement or a waiver of termination.
vii. you will return to Betbright any confidential information and all copies of it in your possession, custody and control and will cease all uses of any Marks, trade names, trademarks, service marks, logos, intellectual property rights and other designations of Betbright.
viii. you and Betbright will be released from all obligations and liabilities to each other occurring or arising after the date of such termination, except with respect to those obligations, which by their nature are designed to survive termination. Termination will not relieve you from any liability arising from any breach of this Agreement, which occurred prior to termination.
12.4 Betbright may from time to time review Affiliates’ participation in the Betbright Affiliate Program. Betbright may choose to cancel an Affiliate’s participation in the Betbright Affiliate Program, at its absolute discretion, if it reasonably believes the Affiliate to have behaved in such a manner contrary to the terms or intent of the Betbright Affiliate Program.
13.1 Betbright makes no representation that any of its services, or those provided by any Group Company, will be uninterrupted or error free and, to the fullest extent permissible by law, it will not be liable for the consequences of any such interruptions or errors.
13.2 Betbright may engage the services of a third party to provide both the affiliate platform and system maintenance. Betbright does not have total control over these services and therefore cannot be held responsible for any failures arising from such third party services.
14. ENTIRE AGREEMENT
14.1 This Agreement and any document expressly referred to in it represent the entire agreement between you and Betbright and supersede any prior agreement, understanding or arrangement between you and Betbright, whether oral or in writing.
14.2 Betbright and you each acknowledge that neither has relied on any representation, undertaking or promise given by the other or implied from anything said or written in negotiations between Betbright and you except as expressly stated in this Agreement.
14.3 Neither party shall have any remedy in respect of any untrue statement made by the other, whether orally or in writing, prior to the date of the contract (unless such untrue statement was made fraudulently) and the other party's only remedy shall be for breach of contract as provided in this Agreement.
15. CONFIDENTIAL INFORMATION
15.1 The software used on the Betbright Affiliate Website includes non-public and confidential information, which is secret and valuable to Betbright. You agree, as long as you use the Betbright Affiliate Website and thereafter, to
i. keep all such confidential information and any confidential information belonging to Betbright directly or indirectly provided to you (together “Confidential Information”) strictly confidential,
ii. not to disclose the Confidential Information to any third party, and
iii. not to use such Confidential Information for any purpose other than as expressly contemplated by this Agreement. You further agree to take all reasonable steps at all times to protect and keep secret such Confidential Information.
16. NO WAIVER
16.1 Betbright's failure to enforce the Affiliate's strict performance of any provision of this Agreement will not constitute a waiver of its right to subsequently enforce such provision or any other provision of this Agreement.
17.1 This agreement is personal to you, accordingly, you may not, without the prior written consent of Betbright, assign the benefit of all or any of its obligations under this Agreement, nor any benefit arising under or out of this agreement.
17.2 Betbright shall be entitled to assign to its holding company, its subsidiary or any subsidiary of its holding company the benefit of all or any of its obligations under this Agreement, or any benefit arising under or out of this Agreement without consent from you.
18.1 Notices and communications from to Betbright will be made by e-mail to the address provided by you on your application to join the Betbright Affiliate Program. You should send all notices and communications to the following email address email@example.com or such other e-mail address as notified to you via the Betbright Affiliate Website from time to time.
19. APPLICABLE LAW AND JURISDICION
19.1 This Agreement (and any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating to this Agreement or its formation) shall be governed by and construed in accordance with laws of the Republic of Ireland and each party submits to the exclusive jurisdiction of the Irish Courts for the resolution of disputes hereunder.
20.1 Betbright reserve the right to change or modify all or any part of the Agreement at any time. Where possible, Betbright will give you five (5) Business Days notice of any such changes but it is ultimately your responsibility to check these terms and conditions regularly. If you do not agree to the changes you may serve notice to terminate this Agreement before the changes take effect and such changes will not apply for the duration of the Agreement. If you fail to terminate this Agreement and continue to participate in the Betbright Affiliate Program after we have posted the changes, you will be deemed to have accepted the changes made. The latest modified date of these terms and conditions will be displayed at the bottom of this Agreement.