The following document sets out the terms
and conditions (the 'Agreement') for participating in the BetPluton Affiliates
Program (the 'Program').
The Agreement should be read by the individual or entity that may participate
in the Program (the 'Affiliate'). The agreement governs the relationship
between Netzone B.V. and the Affiliate. The Agreement applies for the duration
of the relationship between Netzone B.V. and the Affiliate. The Agreement
applies to all aspects of the Program, including, but not limited to, the
application process and the possible membership that follows and the
Affiliate's actions in promoting the betpluton.com site and the creation of
hyperlinks from the Affiliate's website(s) to betpluton.com (the 'Links').
BetPluton Affiliates may alter any or all parts of the Agreement at any time
(even without prior notice to the contracting party). If applicable, notice
will be given by message to the affiliate's registered email address and will
be deemed to be served immediately when sent by BetPluton Affiliates. If the
Affiliate does not agree to the changes the Affiliate should terminate the
Agreement in accordance with its terms. The Affiliate's continued participation
in the Program after BetPluton Affiliates have posted changes will constitute
binding acceptance of such changes.
Please read the Agreement carefully before joining.
1. Definitions and interpretations
'Affiliate' means any natural and legal persons who, after having entered into
the Agreement, makes space on their homepage, website(s), other media platform
or e-mail, etc. ('Affiliate Site' or 'Advertising Space') available to
BetPluton for the marketing of the Business and/or Services and acquisition of
'Bonuses' means any so-called 'freemoney', 'free bets',
'free-games','money-back', 'top-ups' and/or similar; and/or vouchers, rebates,
discountsand/or similar that the New Depositor can utilise as payment for
'Brand' means the name, concept or identity under which the Services or
Business is generally, and from time to time, recognized in the public domain
worldwide. The Brand is and remains the sole property of BetPluton Affiliates.
'Business' means the BetPluton's business consisting of Fixed Odds Betting, the
Other Betting and Gaming Activities and New Activities.
'Confidential Information' means any information of a commercial value,
essential for any of the Parties, such as, but not limited to: technology,
market and business information, financial reports, know-how, trade secrets,
products, processes, business strategies, information concerning research,
databases, New Depositor lists, prospect and New Depositor data, supplier
lists, marketing plans, product development, manner of operation or financial
condition or prospects.
'Commission' means the compensation due to the Affiliate based on the agreed
percentage of Net Profit generated by the New Depositor at Site.'
'Database' means the database regarding Affiliates and New Depositors,
containing any BetPluton proprietary New Depositor data with relevance to the
Agreement, including without limitation personal data and contact information,
and excluding all other BetPluton databases, as it stands as of the date of the
Agreement, and as it stands until the date of the Agreement being terminated.
The Databases are assets of a financial value belonging to BetPluton and
represent a substantial investment made by BetPluton.
'Intellectual Property Rights' means any rights in computer software (including
source codes), rights in data bases, rights in know-how, design rights,
topography rights, copyrights, trademarks, domain names, utility models,
brands, business names, registrations of and applications to register any of
the aforesaid items and/or rights in the nature of any of the aforesaid items.
'Payment Agent' means the person appointed by BetPluton to carry out on its
behalf and name payments to the Affiliates;
'Personal data' means any information relating to any person, whether
individual or legal that is or may be identified from time to time (directly or
indirectly). It includes without limitation any and all information in relation
to New Depositors and/or Affiliates.
'New Activities' means any services or products related to the Business which
are not offered through BetPluton websites as of the date of the Agreement and
which will be offered through Site following the date hereof, such as the
provision of Casino game play.
'New Depositor' means a new customer having made, in compliance with the from
time to time existing BetPluton terms and conditions ('the Rules'), a first
minimum deposit with the Site, or the equivalent amount in any other by
BetPluton accepted currency, or more, and which deposit is utilized for bona
fide transactions with an ultimate aim to establish and enter a normal
commercial relationship with BetPluton within the framework of the Business.
'Net Profit' means the total sum of the following three (3) components:
(i) on sports book activities, all gross monies received by us in respect of
all settled bets made by New Depositors after deducting; (i) monies paid out to
New Depositors as winnings; (ii) monies paid in the form of betting duties or
taxes (or reasonable provisions in respect thereof) (iii) bad debts; (iv)
fraud; (v) returned stakes; (vi) transactions which are reversed by instruction
from the card-holder's bank (commonly referred to as charge-backs); and (vii)
voids and bet/deposit bonuses.
(ii) on New Activities, the gross monies received by us in respect, less prize
monies (winning) paid out in connection with New Activities, (i)licensing fees,
(ii) charge-backs, (iv) bad debts and(v) fraud, (vi) cash back or on casino
activities, the value of opening balance with the addition of funds transferred
in less (i) funds transferred out (ii) closing balance (iii) credits made to
users (iv) licensing fees (v) charge-backs (vi) bad debts and (vii) fraud.
(iii) Less arm's length commission, license fees and/or similar paid out to
Third Parties due to profit sharing arrangement, including but not only fees
for the Technical platform, affiliates prizes and other similar cost.
For the avoidance of doubt, any amounts referred to herein-above in this
definition are amounts attributable to a New Depositor only and are allocated
pro rata subject to their participation in the revenue/costs generating events
and the Affiliate concerned.
'Services' means the concept under which the Business is generally provided
and, from time to time, made available in the public domain, in the format of
language and localized customized home pages combined with call center staff
having the relevant language skills.
2. General scope and object
a) BetPluton requires third party advertising space to promote its Brands and
increase its Business, notably via increasing the number of New Depositors, and
from time to time will, in cooperation with third parties, negotiate, sign and
carry out its affiliate marketing strategy. In the event BetPluton uses a third
party for the (partial) roll-out of its affiliate marketing strategy, including
contract negotiation, day-to-day management of the Technical platform, payment
processing, marketing or other activities, this irrespective of the legal
capacity of the intermediary, whether as agent, subcontractor or other, BetPluton
is and remains exclusively responsible for the proper execution of the
b) BetPluton expressly states that the promoting or soliciting of bets is
subject to legal restrictions in some countries and may even be prohibited in
some cases. These restrictions may vary by date. The Affiliate acknowledges
that should the promoting or soliciting of bets or the participation in prize
games be prohibited under the rules and regulations of its country of domicile
or be permissible only under certain preconditions not met, it may not enter
into this agreement and consequently not be entitled to post the link on its
website. Should any disadvantages whatsoever arise for BetPluton or the
Affiliate due to disregard of the relevant prohibitions in the country of
domicile of the Affiliate, the Affiliate shall be exclusively liable.
c) The Affiliate further confirms that it operates the Affiliate Site under its
own name and that it is fully and without restrictions authorized to dispose
d) Unless otherwise agreed in writing by the Parties, each Party shall remain
exclusively responsible for all and any expenses(including investment and/or
running costs) incurred in respect of the obligations it undertakes in terms of
the Agreement and will have no right of recourse against the other Party in
3. The Affiliate's integration in the Program
a) Upon conclusion of the Agreement, a unique partner identification code is
assigned to integrate the Affiliate in the Technical Platform. By means of the
link code assigned within the scope of the BetPluton Affiliate strategy, New
Depositors acquired via the link on the Affiliate's website and the bets placed
during such sessions are registered and/or can be further tracked.
b) The preparation of additional advertising material relating to BetPluton is
only permissible with BetPluton 's consent. Advertising material (of any kind
whatsoever) may thus only be used after prior written approval by BetPluton.
c) A change of the URL address of the Affiliate Site shall not constitute a
change to the agreement and shall not affect its rights and obligations arising
from this agreement.
4. The Links
a) The Affiliate agrees to give BetPluton the Affiliate's reasonable assistance
in respect of the display, access to, transmission and maintenance of the
b) The Affiliate shall ensure that the Affiliate does not place any Links on
pages of the Affiliate Site aimed at persons under the age of 18 years.
c) In the event that the Affiliate wishes to place the Links on websites other
than the Affiliate Site, the Affiliate must first obtain BetPluton 's written
d) The Affiliate may not purchase or register keywords, search terms or other
identifiers for use in any search engine, portal, sponsored advertising service
or other search or referral service and which are identical or similar to any
of BetPluton 's trademarks or otherwise include the word ' BetPluton ', '
BetPluton Sports', ' BetPluton Sportsbook',' BetPluton Casino', ' BetPluton
Poker', ' BetPluton Affiliates' or variations thereof, or include met a tags on
the Affiliate Site which are identical or similar to any of BetPluton 's
e) Neither the Affiliate nor the Affiliate's friends or relatives are eligible
to become New Depositors (as defined below) and the Affiliate shall not be
entitled to any share of Net Profit or any Fees (or any other remuneration from
BetPluton) in relation to such relatives or friends. Relatives in this context
shall include (without limitation) the Affiliate's spouse, partner, parent,
child or sibling.
f) The Affiliate shall indemnify on demand and hold harmless BetPluton from and
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 BetPluton in consequence of any breach by the Affiliate of
g) The Affiliate shall not:
i. directly or indirectly offer any person or entity any consideration or
incentive(including, without limitation, payment of money or other benefit) for
using the Links on the Affiliate Site to access the Site (e.g. by implementing
any 'rewards' program for persons or entities who use the Links on the
Affiliate Site to access Site);
ii. read, intercept, record, redirect, interpret, or fill in the contents of
any electronic form or other materials submitted to BetPluton by any person or
iii. in any way modify, redirect, suppress, or substitute the operation of any
button, link, or other interactive feature of the Site;
iv. engage in transactions of any kind on the Site on behalf of any third
party, or authorize, assist, or encourage any other person or entity to do so;
v. take any action that could reasonably cause any end user confusion as to
BetPluton 's relationship with the Affiliate, or as to the site on which any
functions or transactions are occurring;
vi. Other than providing the Links on the Affiliate Site in accordance with the
Agreement and any promotion contemplated by Clause4 (j), post or serve any
advertisements or promotional content promoting Site;
vii. post or serve any advertisements or promotional content promoting the Site
or otherwise around or in conjunction with the display of the Site (e.g.,
through any 'framing' technique or technology or pop-up windows or pop-under
windows), or assist, authorize or encourage any third party to take any such
viii. Attempt to artificially increase monies payable to the Affiliate by
ix. cause the Site (or any page thereof) to open in a visitor's browser other
than as a result of the visitor clicking on a Link on the Affiliate Site; or
x. attempt to intercept or redirect (including, without limitation, via
user-installed software) traffic from or on any website that participates in
xi. Use any form of spam (including search engine spamming) or unsolicited mail
in its attempts to refer New Depositors to the Site.
xii. Be under eighteen (18) years of age; and he/she is obliged to provide
BetPluton upon simple request at any time a copy of his/her ID and billing
address if needed. BetPluton reserves the right at any time to request that the
Affiliate or player produce documents to verify his/her identity and/or other
facts. Refusal to do so may be considered, at BetPluton 's sole discretion, as
fraudulent activity that will be subject to all the consequences listed above.
xiii. BetPluton determines, in its sole discretion, which the Affiliate has
engaged in any of the foregoing activities or doubtful patterns, and the list
above is not limitative. As a result BetPluton may without limiting any other
rights or remedies available to it, (a) withhold any monies otherwise payable
to the Affiliate, in particular adjust the commission earned on the offending
player in the affiliate account to 0%, sever the relationship between the
affiliate and the player account and/or (b) close the player and/or affiliate
account and/or immediately terminate the Agreement.
h) If the Affiliate contacts any of the Affiliate's users to promote the Site
or the Links, the Affiliate shall make clear in the body of any such
communication that such communication is made without the knowledge or
involvement of BetPluton and that any complaint that the relevant user may wish
to make should be addressed to the Affiliate and not BetPluton.
i) The Affiliate shall at all times comply with the reasonable data protection
standards and any other related or similar legislation.
j) In any event, the Affiliate shall inform users of the Affiliate Site
technology will be installed on the User 'shard drive when a User clicks on the
5. BetPluton's Obligations and rights
a) BetPluton shall supply the Affiliate with the Links for inclusion on the
Affiliate Site and may update such Links from time to time.
b) Subject to the Affiliate complying with BetPluton's instructions with regard
to tracking of New Depositors accessing the Site via the Links on the Affiliate
Site, BetPluton shall use reasonable endeavors to ensure that whenever a New
Depositor links to the Site through the Links on the Affiliate Site and they
subsequently place a bet with BetPluton, the relevant New Depositor is
identified as originating from the Affiliate Site. However, BetPluton shall not
be liable to the Affiliate in any way if BetPluton is unable to identify a New
Depositor as originating from the Affiliate Site.
c) BetPluton shall be entitled to exercise any of its rights or fulfill any of
its obligations hereunder (including without limitation its payment obligations
pursuant to clause 6) through any company within the group of companies
d) BetPluton shall have the discretionary right to accept or decline any offer
to execute the BetPluton General Affiliate Marketing Agreement. In the event
BetPluton declines an offer, it shall not be obliged to indicate a reason, nor
shall any compensation, remuneration or other indemnity be due.
e) We reserve the right to update and change the Terms and Conditions from time
to time without notice. Any amendments, modifications, enhancements or changes
to The Program (including the release of new features and resources made
available by us from time to time) shall be subject to these Terms and
Conditions. Continued use of The Program after any such changes shall
constitute your consent to such changes.
f) The COMPANY reserves the right, without liability to you, to reject your
application without reference to you or assigning any reason thereto.
g) If we suspect the Terms and Conditions have been breached, or the occurrence
of fraudulent traffic, payment requests may be held over for investigation and
your account may be frozen until we can validate that there has been no breach
of the Terms and Conditions.
h) We track and report all player activity for the purposes of calculating your
i) ) No payment shall be due if the Company has reason to believe that traffic
generated by the Affiliate is illegal or is in breach of any of the provisions
of the Agreement between the Affiliate and the Company.
j) Applicants must provide at least 5 active players to become a qualified
affiliate and to have the right to request a withdrawal. Any earnings accrued
during this time will remain in the affiliate’s account until this rule has
6. Commission, Payment and Payment Terms
a) The Affiliate in the Program shall be entitled to receive, on a monthly basis
a revenue based on a percentage (to be agreed upon between the parties) of the
Net Profit ('Commission').
b) The Affiliate shall be entitled to receive the Commission for each New
Depositor for a lifetime value from the date of the first deposit made by the
New Depositors, except in the event of a termination of the Agreement.
c) BetPluton shall provide the Affiliate with statements accessible through the
Technical Platform at www.BetPluton.com detailing the number of New Depositors
and the Affiliate's share of Net Profit, if any, which have accrued to the
Affiliate over the course of the calendar month. Such statements shall in
principle be updated daily. At the end of a calendar month, BetPluton shall
record the Affiliate's total share of Net Profits, if any, during the previous
calendar month ('Commission'). If the Affiliate has chosen to be paid by any
other means other than to a BetPluton Player Account (such as Skrill, Neteller
or National or International WireTransfer) and if a Revenue Share does not
exceed 50 EUR/100 TL or similar, BetPluton shall be entitled to withhold and
carry forward such sum until the end of the first calendar month in which the
Revenue Share (including such carried forward sum) exceeds 50 EUR/100TL or
d) It is understood and agreed that Affiliate has at any time secured real time
access to the Technical Platform, always provided that BetPluton does not
object such access for duly motivated reasons, such as network and IT
maintenance and/or security threats. Affiliate understand sand accepts that the
real time data of the Technical Platform are merely estimations and/or have an
indicative value. After the end of each calendar month, shall BetPluton provide
Affiliate with a consolidated monthly statement containing the aggregated and
accurate data concerning the generated Net Profits and the commissions of each
e) Affiliate understands and accepts that access to the BetPluton Affiliates
Technical Platform, including without limitation the Affiliate Software
back-office module, is subject to the highest confidentiality obligation and
any misuse, whether intentionally or not, of said limited access right shall be
considered as a substantial breach of essential obligations under the present
Agreement(obligation of result).
f) All payments to Affiliate shall be made by a Payment Agent appointed by
BetPluton. Both Parties agree and acknowledge that BetPluton may change from
time to time, and at its sole discretion, the payment method and/or Payment
Agent, always provided BetPluton is and remains exclusively responsible for
payment of any amounts due.
g) All payments required to be made under the Agreement shall be made in EUR or
TL, depending on the selected payment method by the affiliate. The applicable
exchange rate, if any, shall be the ones from time to time used by BetPluton
for internal Group reconciliation purposes, as for currently reported by
OANDA(http://www.oanda.com) a registered Futures Commission Merchant (FCM) with
the Commodity Futures Trading Commission (CFTC) and a member of the National
Futures Association. For the avoidance of doubt, all payments shall be made
inclusive of VAT, if applicable and the Affiliate is individually responsible
for withholding tax, VAT and social fees.
h) Invoices and payment are processed automatically through the BetPluton
technical platform. Payments shall be made by the end of each month.
i) In the calculation of Net Profit, when a New Depositor account results in a
negative balance for the Affiliate, due to New Depositor winnings and/or
bonuses, the said balance will be set to zero at the beginning of each month.
No negative carry over will be taken into account from one month to another in
the calculation of the Commission due to the Affiliate.
7. Intellectual Property
a) Nothing in the Agreement shall constitute any license, assignment, transfer
or any other right to any Intellectual Property Rights, including, without
limitation, patents, trademarks, service marks, registered designs, copyrights,
database rights, rights in designs, inventions and Confidential Information,
etc. which arise in result of entering into or the performance of the
b) All Intellectual Property Rights created and/or deriving out of the
Agreement, including, without limitation, banners, advertising material,
contents, the Database, including contents and personal data, shall be or
become the sole property of BetPluton, and Affiliate shall have absolutely no
c) BetPluton grants the Affiliate a non-exclusive and worldwide right to
display the BetPluton Brand features and related content (the 'BetPluton
Content') during the Term solely for the purposes of the display of the Links
by the Affiliate on the Affiliate Site as set out in the Agreement and in accordance
with BetPluton guidelines as may be provided to the Affiliate from time to
time. All intellectual property rights and any goodwill arising in the Links
and in all betting products, associated systems and software relating to the
services provided by BetPluton to its New Depositors from time to time shall
remain the property of BetPluton. The Affiliate is not permitted to use the
BetPluton Content in any way that is detrimental to BetPluton or the reputation
or goodwill of BetPluton. The Affiliate is not permitted to alter or modify in
any way the BetPluton Content without the express prior written consent of
d) In particular, unless prior written approval, the Affiliate may not purchase
or register domains names which are identical or similar to any of BetPluton's
trademarks or otherwise include the word 'BetPluton','BetPluton Sports',
'BetPluton Sportsbook', 'BetPluton Poker', 'BetPluton Casino', 'BetPluton
Affiliates' or variations which are identical or confusingly similar to any of
e) The Parties agree that the right mentioned in Clause 7 (c) is
non-transferable and terminable at any time at the instance of BetPluton.
f) The Affiliate agrees that the Affiliate Site shall not resemble in any way
the appearance and/or the general impression of the Site, nor will the
Affiliate create the impression that the Affiliate Site is the Site (or any
g) Upon termination of the Agreement, each Party shall hand over to the other
Party proprietary material or information, and, as the case may be, destroy in
a secure manner remaining copies of the same. Notwithstanding any disposition
to the contrary in the Agreement, Affiliate acknowledges that after termination
of the Agreement, it will not be allowed to keep a copy of the BetPluton
Content, the Databases, personal data or Confidential Information, and may not
exploit, directly or indirectly, BetPluton proprietary information, materials
a) Each party to the Agreement represents and warrants to the other that it
has, and will retain throughout the Term all right, title and authority to
enter into the Agreement, to grant to the other party the rights and licenses
granted in the Agreement and to perform all of its obligations under the Agreement.
b) Each party to the Agreement represents, warrants and undertakes to the other
that it has obtained and will maintain in force all necessary registrations,
authorizations, consents and licenses to enable it to fulfill its obligations
under the Agreement and that it fully complies with, and shall continue fully
to comply with, the preconditions set out in Clause 3and all applicable laws
c) The Affiliate represents, warrants and undertakes that the Affiliate Site
shall contain no material which is defamatory, pornographic, unlawful, harmful,
threatening, defamatory, obscene, harassing, or racially, ethnically, or
otherwise objectionable or discriminatory, violent, politically sensitive or
otherwise controversial or in breach of any third-party rights and shall not
link to any such material.
d) The Affiliate warrants that it shall at all times comply with any local and
international data protection standards any other related legislation and the
Affiliate shall indemnify on demand and hold harmless BetPluton from and
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 BetPluton as a result of any breach by the Affiliate
of this warranty.
e) BetPlutont is associated with companies working for the prevention of
gambling addiction (Gam care). The Affiliate should provide all the information
to fight the dependence on game. The Affiliate should place links directed to
the aforementioned sites.
f) The Affiliate agrees to work to ensure a lack of access to children and
young persons. Affiliates must not deliberately provide facilities for gambling
in such a way as to appeal particularly to children or young people, for
example by reflecting or being associated with youth culture.
BetPluton makes no representation that the operation of the Site will be
uninterrupted or error-free and BetPluton will not be liable for the
consequences of any interruptions or errors.
The Affiliate (the 'Indemnifying Party') shall indemnify on demand and hold
blameless BetPluton and each of its associates, officers, directors, employees,
agents, shareholders and partners(the 'Indemnified Party') from and against any
and all losses, demands, claims, damages, costs, expenses (including without
limitation 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 the Indemnified Party in consequence of any breach,
nonperformance or non-observance by such Indemnifying Party of any of the
obligations or warranties on the part of the Indemnifying Party contained in
11. Exclusion of Liability
a) Nothing in this Clause shall limit BetPluton's liability resulting from
b) BetPluton shall not be liable, in contract, tort (including without limitation
negligence) or for breach of statutory duty or in any other way for:
i. any economic losses (including, without limitation, loss of revenues,
profits, contracts, business or anticipated savings); or
ii. any loss of goodwill or reputation; or
iii. any indirect or consequential losses in any case, whether or not such
losses were within the contemplation of the parties at the date of the
Agreement, or any other matter under the Agreement.
c) The liability of BetPluton shall not, in any event, exceed the sum of the
total monies paid by BetPluton to the Affiliate over the12 months period
preceding the date on which such liability accrued.
12. Term and Events of Default
a) This Agreement shall start on the date that BetPluton notifies the Affiliate
that its application has been successful in accordance with Clause 4. This
Agreement shall continue thereafter unless and until terminated in accordance
with Clauses 13 (b), (c) and (e)
b) Notwithstanding Clause 12 (a), BetPluton may bring the Term to an end with
immediate effect by written notice to the Affiliate if:
i. the Affiliate commits a breach of its material obligations under the
Agreement and in the case of a remediable breach, fails to remedy it within 30
days of the date of receipt of notice from the other;
ii. the Affiliate becomes insolvent or unable to pay its debts, proposes a
voluntary arrangement, has a receiver, liquidator, administrator or manager
appointed over the whole or any part of its business or assets or if any
application shall be presented, order shall be made or resolution passed for
its winding up (except for the purposes of a bona fid amalgamation or
reconstruction), bankruptcy or dissolution or if it shall otherwise propose or
enter into any composition or arrangement with its creditors or any class of
them, or it ceases to carry on business or if it claims the benefit of any
iii. the Affiliate sells its business, or any part herein, and/or registers any
change of beneficial owner.
c) Notwithstanding Clauses 12 (a) and (b) BetPluton may unilaterally terminate
the Agreement on delivery of two weeks' prior written notice to the other
party, and without giving any reason therefore.
d) BetPluton shall forthwith give notice in writing to the other party of any
event within clause 12(b) (ii) which occurs during the Term and which would
entitle BetPluton to bring the Term to an end.
e) The parties shall have no further obligations or rights under the Agreement
after the end of the Term, without prejudice to any obligations or rights which
have accrued to either party at the time when the Agreement ends save that
clauses 1, 2, 8, 9, 11, 12, 13(e), and 14, together with those other clauses
the survival of which is necessary for the interpretation or enforcement of the
Agreement, shall continue to have effect after the end of the Term.
a) This Agreement constitutes the entire Agreement and understanding of the
parties and supersedes any previous agreement between the parties relating to
the subject matter of the Agreement. Each of the parties acknowledges and
agrees that in entering into the Agreement, and the documents referred to in
it, it does not rely on, and shall have no remedy in respect of, any statement,
representation, warranty, understanding, promise or assurance (whether
negligently or innocently made) of any person (whether party to the Agreement
or not) other than as expressly set out in the Agreement. Nothing in this
clause shall operate to limit or exclude any liability for fraud.
b) In no event will any delay, failure or omission (in whole or in part) in
enforcing, exercising or pursuing any right, power, privilege, claim or remedy
conferred by or arising under the Agreement or bylaw, be deemed to be or
construed as a waiver of that or any other right, power, privilege, claim or
remedy in respect of the circumstances in question, or operate so as to bar the
enforcement of that, or any other right, power, privilege, claim or remedy, in
any other instance at any time or times subsequently.
c) The Affiliate shall not without the prior written consent of the other party
assign at law or in equity (including without limitation by way of a charge or
declaration of trust), sub-license or deal with the Agreement or any rights
under the Agreement, or sub-contract any or all of its obligations under it or
purport to do any of the same. Any purported assignment in breach of this
clause shall confer no rights on the purported assignee.
d) If any provision of the Agreement shall be found by any court or
administrative body of competent jurisdiction to be invalid or unenforceable,
such invalidity or unenforceability shall not affect the other provisions of
the Agreement which shall remain in full force and effect.
e) Any notice given or made under the Agreement to BetPluton shall be by email
to and marked for the attention of Affiliates Manager (or as otherwise notified
by BetPluton hereunder). BetPluton shall send the Affiliate any notices given
or made under the Agreement to the email address supplied on the Affiliate's
application form or such other email address as notified by the Affiliate to
f) Each party undertakes that it will not at any time hereafter use, divulge or
communicate to any person, except to its professional representatives or
advisers or as may be required by law or any legal or regulatory authority, any
confidential information concerning the business or affairs of the other party
or of any member of the group of companies to which the other party belongs
which may have or may in future come to its knowledge and each of the parties
shall use its reasonable endeavors to prevent the publication or disclosure of
any confidential information concerning such matters.
g) Nothing in the Agreement is intended to or shall operate to create a
partnership between the parties, or to authorize either party to act as agent
for the other, and neither party shall have authority to act in the name or on
behalf of or otherwise to bind the other in any way (including but not limited
to the making of any representation or warranty, the assumption of any
obligation or liability and the exercise of any right or power).
h) Neither party shall make any announcement relating to the Agreement or its
subject matter without the prior written approval of the other party except as
required by law or by any legal or regulatory authority.
Should one of the contractual provisions be or become ineffective, said
ineffective provision will be replaced by one which shall come as close as
possible to the commercial purpose of the void agreement. All other
stipulations of the Agreement shall continue in full force and effect.
This may be executed in any number of counterparts, each of which when executed
and delivered shall be an original, however, all counterparts together shall
constitute one and the same instrument.