Terms and Conditions – 4StarsGames Affiliate Program
Please read these Affiliate
Terms carefully before applying to become an Affiliate, as they set out our and
your legal rights and obligations in relation to our Affiliate Program. You
will be asked to agree to these Affiliate Terms before becoming an Affiliate. Applying
for the affiliate program and agreeing to these Terms and Conditions, you accept
all terms outlined in this Agreement.
If you have any questions or
comments about the 4StarsGames Affiliate Program, please contact us
by writing to our Affiliate Team at firstname.lastname@example.org.
1. Definitions and interpretation
1.1 In the Agreement:
means an email sent by the Company to an Affiliate in accordance with Clause
2.3 confirming that the applicant has been accepted into the Affiliate Program;
means the person (natural or legal) specified as the applicant for our
Affiliate Program on the Registration Form;
Program” means the Company's website affiliate program for 4StarsGames Gaming Website;
Website” means the website or websites owned and operated by
the Affiliate and specified on the Registration Form;
means the agreement between the Company and the Affiliate incorporating these
Affiliate Terms, the Registration Form and the Acceptance Email, and any
amendments to it from time to time;
means Bomba Games Limited, Floor 5, 115A, Valley Road, Birkirkara, Malta, which
operates 4StarsGames Gaming
Website in partnership and as part of the Income Access Network.
“Confidential Information” means all
information relating to the other Party which is obtained, whether in writing,
pictorially, in machine readable form or orally or by observation in connection
with this Agreement, including but without limitation, financial information,
know-how, processes, ideas, intellectual property , trade secrets, technology, customer list
(potential or actual) and other customer-related information, sales statistics,
market, market intelligence, marketing and other business strategies and other
commercial information of a confidential nature but does not include
information which is known to the Receiving Party without any limitation or
restriction on use or disclosure before receipt of such information from or on
behalf of the disclosing party or becomes publicly available, other than as a
breach of the Agreement, or becomes lawfully available to the Receiving Party
from a third party free from any confidentiality restriction or any information
required to be disclosed under any relevant law or any binding judgment or
order of court or arbitration tribunal or any stock exchange regulations or
under direction from any relevant regulatory authority;
means the date the Agreement comes into force as specified in Clause 2;
Majeure Event” means an event, or a series of related events,
that is outside the reasonable control of the Party affected (including but not
limited to failures of or problems with the internet or a part of the internet,
hacker attacks, virus or other malicious software infections or attacks, power
failures, utility or communication
failure, industrial disputes or disturbances affecting any third Party, labor
disputes , strikes , changes to the law, Acts of God , disasters, explosions,
fires, floods, earthquakes, lightning, riots, Act of terrorism , attacks and wars);
Property Rights” means all intellectual property rights
wherever in the world, whether registered or unregistered, including any
application or right of application for such rights (and the “intellectual
property rights” referred to above include copyright and related rights, moral
rights, database rights, confidential information, trade secrets, know-how,
business names, trade names, domain names, trademarks, service marks, passing
off rights, unfair competition rights, patents, petty patents, utility models,
semi-conductor topography rights and rights in designs);
tracked persons using the 4StarsGames
Gaming Website as a result of promotion by the Affiliate;
means a hyperlink (either embedded in text or an image or otherwise) from the
Affiliate Website to the 4StarsGames Gaming Website
in the form, design, and in a position on the Affiliate Website specified on
the 4StarsGames Gaming
means the Affiliate and the Company. The Affiliate and the Company may be
referred to individually as a “Party” or collectively as the “Parties”.
means payments of a bounty payment for every new registration that deposits and
places at least one wager or on your prior written election a % of Net
Gaming Revenue (the % will be determined based on Payment Structure set
out in our Website. There is also the option where the % will be determined
individually in negotiations with each subsidiary separately). This method of
payment will be confirmed in the acceptance email which will be sent by the
Company to the Affiliate in respect of each Payment Trigger during the Term
(subject to the provisions of the Agreement);
“Net Gaming Revenue” shall
be defined as the total amount wagered by the Leads less total amount won in
the period after the deduction of all taxes and duties (or its equivalent or
replacement, at the then prevailing rate), and other disbursements, including:
b) contribution to Jackpot amounts
c) software hosting ,
provisioning and Platform costs (including administration fees)
d) bank or financial
intermediary handling charges (including for use of “electronic wallets” and
chargebacks and refunds).
e) losses due to fraud and bad debts of end users
f) all direct costs of
providing the service to users (including charges of age, ID and geographic
location verification costs).
(g) brand licensing (in
relation to game content).
means wagering on the 4StarsGames
Gaming Website made by a user who [first] visited the 4StarsGames Gaming Website by means
of a Link and who made such wager within 30 days of the date of that first
Materials” means content, works or other materials that the
Company determines (acting reasonably) constitute:
indecent, obscene, libelous , discriminatory, violent, pornographic
or lewd material;(b) material that breaches any applicable laws, regulations or
legally binding codes;
(c) material that infringes any third party intellectual property rights or
(d) material that is offensive or abusive, or is likely to cause annoyance,
inconvenience or anxiety to another internet user;
(e) computer viruses, spyware, trojan horses or other malicious or harmful
routines, programs or software; and/or
(f) spam or bulk unsolicited email.
g) incorrect meta tags
means the HTML form on the 4StarsGames
Gaming Website enabling users to apply in order to become Affiliates;
means the term of the Agreement; and
Website” means the website accessible via the URL www.4starsgames.com
1.2 In the Agreement, a
reference to a statute or statutory provision includes a reference to:
(a) the statute or statutory provision as amended, consolidated and/or
re-enacted from time to time; and
(b) any subordinate legislation adopted under that statute or statutory provision.1.3
The Clause headings do not affect the interpretation of the Agreement.
2. The Agreement
2.1 In order to apply to become
an Affiliate, the applicant must complete and submit the Registration Form and
read and accept these terms and conditions during the registration process.
2.2 If the applicant makes any
input errors during the order process, these may be identified and corrected by
the applicant before the Registration Form is submitted.
2.3 The Company shall evaluate
the information included in the Registration form submitted by the applicant and
have the right to refuse any registration in its sole discretion. 2.4 The
Agreement will come into force if and when the Company sends to the Affiliate
the Acceptance Email, following the submission of a completed Registration Form
by the Affiliate.
2.5 The Agreement will continue
in force indefinitely, unless and until terminated in accordance with Clause
2.6 Subject to and upon the
terms of this Agreement, the Affiliate agrees to promote Company’s Website in
exchanged for commission as defined in this Agreement and depending on the
traffic sent to the Company’s Website.
2.7 Each Affiliate can only be
registered once. If an Affiliate be registered more than once, this will be
considered as a fraudulent act and will entail the termination of the
3. Affiliate Program
3.1 The Affiliate will within 7
days following the Effective Date include one or more Links on the Affiliate
Website, and will maintain those Links on the Affiliate Website during the
3.2 The Company may from time
to time during the Term request amendments to the Links and/or the Affiliate
Website for the purpose of ensuring consistency and quality in the use of the Company’s
trademarks and branding, and to the extent that such requests are reasonable
the Affiliate will make such amendments within 7 days of the request.
4. Affiliate obligations
4.1 The Affiliate will provide
the Company with:
(a) such co-operation as is required by the Company (acting reasonably) in
connection with the Affiliate Program; and
(b) all information and documents required by the Company (acting reasonably)
in connection with the Affiliate Program.
4.2 The Affiliate must:
(a) keep the Affiliate Website up-to-date and in good working order;
(b) ensure that the quality of design, content and functionality on the
Affiliate Website does not materially deteriorate during the Term;
(c) ensure all marketing of or relating to the Affiliate Website (both online
and offline) is in accordance with applicable law, any applicable codes of
practice, and good industry practice generally.
(d) all the activities relating
to marketing, advertising and promotion must be proper , professional and in accordance
with the content of this Agreement and within the scope of the Affiliate
(e) use its best efforts and
all the possibilities for advertising, marketing and promotion the Company, at
its own cost, and be responsible for the operation and maintenance of its
4.3 The Affiliate must not:
(a) include any Prohibited Materials on the Affiliate Website, or include any
hyperlink to any Prohibited Materials on the Affiliate Website;
(b) attract any person who is
under the legal age for gambling and any jurisdiction where gambling is
(c) change or modify in any way
any Link or marketing material without prior authorization from the Company.
(d) use any promotional
brochure without the consent of the Company or offer refunds and promotions.
(e) market the Affiliate Website using spam or unsolicited emails or other
unsolicited communications, or using any form of spyware, parasiteware, adware
or similar software, or using any other antisocial or deceptive methods;
(f) increase or seek to increase the number of Payment Trigger events by using any fraudulent or deceptive method or
by using tracking links for personal use
and/or for use by its relatives, friends,
employees or other third parties , or in any other way try to defraud the
(g) make any public disclosure relating to the Agreement (including press
releases, public announcements and marketing materials) without the prior
written consent of the Company;
(h) include any hyperlink to the 4StarsGames
Gaming Website from the Affiliate Website that is not a Link; or
(i) include any reference to the Company or the 4StarsGames Gaming Website on the Affiliate Website which
may be deemed as negative;
4.4 The Affiliate will not take
any action in connection with the Affiliate Program which might reasonably be
expected to lead to the possibility of damage to the reputation and goodwill of
the Company and/or the 4StarsGames
4.5 Affiliate may not modify,
impair, disable or otherwise interfere with any tracking codes and/or other
technology required by Income Access in order to ensure proper tracking.
must not “spam” and/or use unsolicited email.
If the Company reasonably believes that an Affiliate is knowingly
sending spam and/or unsolicited email, the Company, may, in its sole
discretion, immediately terminate such Affiliate’s participation in the
Affiliate is responsible for the quality, the origin and the legitimacy of the traffic that it provides to the Company’s Website
and the Affiliate will always remain responsible for the quality and origin of
that traffic. If an Affiliate knowingly
sends traffic of a questionable quality and/or origin to the Company, the
Company may, in its sole discretion, immediately terminate such Affiliate’s
Participation in the Affiliate Program.
an Affiliate accidentally or unknowingly directs traffic of a questionable quality
and/or origin to the Company’s Website, the Company may issue a written warning
to Affiliate, notifying the Affiliate of the questionable traffic. If, after three (3) written warnings, the
Affiliate still directs traffic of a questionable quality and/or origin to the
Company’s Website, the Company may, in its sole discretion, immediately
terminate such Affiliate’s participation in the Affiliate Program.
are not permitted to copy any other affiliate’s website. The Company reserves the right to suspend
and/or terminate an Affiliate’s participation in the Affiliate Program if they
are found to have copied another affiliate’s website.
will comply with the applicable Laws and Regulations relating to the use of
cookies and personal data protection and will use all necessary notification
5. Intellectual Property Rights
5.1 The Company grants to the
Affiliate during Term a worldwide, non-exclusive, royalty-free license to
reproduce electronically and publish on the Affiliate Website only the Links.
5.2 The Company does not
warrant that the use of the Links by the Affiliate will not infringe any third
party Intellectual Property Rights or give rise to any other liability on the
5.3 No provision of this
agreement grants the Affiliate any right, title or interest in the trademarks,
trade names, or other Intellectual Property Rights of the Company.
6.1 In respect of each Payment
Trigger which can be verified by the Company (acting reasonably) the Company
will make a Payment to the Affiliate.
6.2 The Affiliate, in order to
receive a payment for a specific period, is obliged to place/post the Links in
visible places on the Affiliate Website (as well as in the front page of the
Affiliate Website) and bring a minimum number of 5 active accounts (Payment
Triggers) for the last 6 calendar months. The Affiliate is also obliged to
retain the relevant Links in an update form and in place, as agreed, and not to
modify, replace or remove the relevant Links without the prior consent of the
6.3 The Company shall have the
right to reduce the Payment rates if the Affiliate reduces the level of effort
to attract Leads, to the extent determined in the Agreement.
6.4 The Company will account to
the Affiliate for all Payments due in respect of a calendar month within 30
days of the end of the following calendar month, unless the amount due is less
than € 100.00,
in which case the Payments may be held over to the next payment date. In case
of a negative balance at the end of any given month, there will be a Negative
Carryover where such negative balance will be carried over to the next month
and will be offset against next month's due Payment.
6.5 All Payments stated in or
in relation to the Agreement are stated inclusive of VAT where relevant, and
the Affiliate is solely responsible for paying VAT.
6.6 If the Company is required
by law to deduct withholding tax or any other taxes or duties from any
Payments, then the Company will deduct such amounts from the Payments before
paying them to the Affiliate.
6.8 If the Company does not pay
any amount properly due to the Affiliate under or in connection with the
Agreement, the Affiliate may charge the Company simple interest on the overdue
amount at the rate of 4% per year above the base rate of HSBC Bank Plc from time
6.9 No Payments will be due in
(a) any wagers on the 4StarsGames
Gaming Website made by or on behalf of:
(i) the Affiliate;
(ii) any parent undertaking or subsidiary of the Affiliate;
(iii) any employee, agent or officer of the Affiliate or any parent undertaking
or subsidiary of the Affiliate;
(iv) by any natural person related any of the above;
(b) any amount received by the Company by means of the fraudulent or unlawful
use of a credit, debit or other payment card, or by any other fraudulent or
unlawful means or violation of any provision of this Agreement.( in such case,
the Affiliate must return all Payments received by the Company based on such
fraudulent or illegal actions);
(c) any purchases on the 4StarsGames
Gaming Website which are subsequently cancelled, refunded, reversed, or
charged-back (and the Company will be entitled to require repayment of Payments
made as a result of such purchases).
6.10 Both before and after
termination, the Company will be entitled to set off any amount owed to the
Affiliate against any amount the Affiliate owes to the Company whether under
the Agreement or otherwise, and against any loss or damage suffered by the
Company whether in relation to the Agreement or otherwise arising out of the Affiliate's
acts or omissions.
6.11 The Payment amount shall
be calculated at the end of each month and shall be made until 15th day
of every calendar month. If the 15th day of the month is not a
working day, the payment can be made until the next working day.
6.12 If the Affiliate finds
errors in the calculation, it has the right to request for recalculation. In
case of such wrong calculation, the Company reserves the right to correct such
calculation at any time and pay out underpayment or reclaim overpayment made to the Affiliate, as
soon as practicable.
6.13 If the Affiliate disagrees
with the balance due as reported, it has a period of 30 days to contact the
Company and state the reasons for its disagreement. Failure to inform the
Company of such disagreement within the aforementioned time period shall be
considered as an irrevocable recognition of the outstanding balance for that
6.14 The Company has the right
to delay payment of any balance to the Affiliate for up to 180 days in case
that is needed to investigate whether transactions made in accordance with the
Terms of this Agreement.
6.15 The Company has the right
to propose to the Affiliate the restructure of the Payment Structure, at
its sole discretion. Once an Affiliate opts to accept such proposal, the
Affiliate understands and agrees that the new proposed Payment Structure will replace
the existing Payment Structure in its entirety. Notwithstanding the foregoing,
the Terms and Conditions assumed under the present Agreement remains in full
power and will still continue to apply to the Affiliate until the Termination
of this Agreement.
7.1 Each Party warrants to the
(a) that possess and will maintain all required documents and licenses and it
has the legal right and authority to enter into and perform its obligations
under the Agreement; and
(b) that it will perform its obligations under the Agreement with reasonable
care and skill.
7.2 All of the Parties'
liabilities and obligations in respect of the subject matter of the Agreement
are expressly set out in the terms of the Agreement. To the maximum extent
permitted by applicable law, no other terms concerning the subject matter of
the Agreement will be implied into the Agreement or any related contract.
7.3 The Company does not
guarantee the absence of errors or inaccuracies or the continuous operation and
availability at any time or in any place of the Affiliate Program. Therefore,
shall under no circumstances be liable for any error or inaccuracy, loss,
injury or damage resulting in whole or in part from failures, delays or
interruptions of the Affiliate Program.
7.4 The Affiliate hereby
warrants that it will comply with all applicable rules, laws and regulations
regarding the marketing and the promotion of the Affiliate Program and that
fully understands and accepts the Terms of the Agreement.
The Affiliate will indemnify
and keep indemnified the Company, and the Company's officers, employees,
representatives, agents and subcontractors, against all damages, losses and
expenses (including legal expenses) arising as a result of any breach by the
Affiliate of any term of the Agreement.
9.1 Nothing in the Agreement
will exclude or limit the liability of either Party for:
(a) death or personal injury caused by that Party's negligence;
(b) fraud or fraudulent misrepresentation on the part of that Party; or
(c) any other liability which may not be excluded or limited under applicable
9.2 Subject to Clause 9.1, the
Company's liability to the Affiliate under or in connection with the Agreement
or any collateral contract, whether in contract or tort (including negligence),
will be limited as follows:
(a) the Company will not be liable for any:
(i) loss of profits, income or anticipated savings,
(ii) loss or corruption of any data, database or software,
(iii) reputational damage or damage to goodwill;
(iv) loss of any commercial opportunity, or
(v) indirect, special or consequential loss or damage;
(b) the Company will not be liable for any losses arising out of a Force
(c) the Company's liability in any calendar year will in no circumstances
exceed the total amount paid (or, if greater, payable) by the Affiliate to the
Company under the Agreement during that calendar year; and
(d) the Company's aggregate liability will in no circumstances exceed the total
amount paid (or, if greater, payable) by the Affiliate to the Company under the
10. Force Majeure Events
10.1 Where a Force Majeure
event gives rise to a failure or delay in either Party performing its
obligations under this Agreement, those obligations will be suspended for the
duration of the Force Majeure event.
10.2 A Party who becomes aware
of a Force Majeure event which gives rise to, or which is likely to give rise
to, any failure or delay in performing its obligations under this Agreement,
will promptly notify the other.
10.3 The Party so affected
shall be excused from its performance of its obligations for the duration of
such Force Majeure Event provided that it shall at all times use all reasonable
endeavors to mitigate the effects of such Force Majeure Event.
10.4 If a Force Majeure Event
continues to interrupt a Party's material performance of its obligations for a
period exceeding 30 Business Days either Party shall be entitled to terminate
this Agreement without any notice and without further liability.
11.1 Either Party may terminate
the Agreement forthwith at any time by giving a thirty (30) days written notice to the other Party.
11.2 The Company may terminate
the Agreement immediately (with or without giving written notice to the
Affiliate) if the Affiliate:
(a) commits any breach of any term of the Agreement;
(b) becomes insolvent or enters into any insolvency process or procedure; or
(c) (where the Affiliate is an individual) the Affiliate dies, or as a result
of illness or incapacity becomes incapable of managing his or her own affairs,
or is the subject of a bankruptcy petition or order.
an Affiliate does not generate any registrations for the Company for greater
than a twelve (12) month period, the Company may terminate this Agreement with
or without notice to Affiliate;
12. Effects of termination
12.1 Upon termination of this Agreement:
(a) all the provisions of the
Agreement will cease to have effect automatically, save that the following
provisions of the Agreement will survive and continue to have effect (in
accordance with their terms or otherwise indefinitely): Clauses 1, 8, 9, 12 and
(b) the Affiliate must remove
from the Affiliate Website all references , contacts and links related to the
Company and the Affiliate Program
(c) the Affiliate must cease
the use of trademarks, logos and marketing material related to the Company and
the Affiliate Program
(d) all rights and licenses
granted to the Affiliate under this Agreement shall immediately terminated and
all rights shall revert to the respective licensors.
(e) the Affiliate must return to
the Company all copies and confidential information that remain in its
possession or control.
12.2 If the Agreement is
terminated by the Company under Clause 11.2, the Company will not have any
obligation to make any further Payments to the Affiliate and shall be entitled
to withhold the due but unpaid amounts on the termination date as collateral
for any claim arising due the reasons described under Clause 11.2
12.3 Subject to Clause 12.2:
(a) the Company will pay to the Affiliate all Payments arising from Payment
Triggers activated on or before the date of effective termination of the
Agreement in accordance with the terms of the Agreement. However , the Company
shall have the right to withhold the Affiliate’s final Payment for a reasonable
time in order to ensure that the correct amount is paid; and
(b) termination of the Agreement will not affect either Party’s accrued rights
as at the date of termination.
12.4 Provided that we have paid
or do pay to you such sums as are properly due and owing at the date of
termination which shall be subject to any rights we have to make deductions
whether under this Agreement or otherwise, we shall have no further liability
to pay you any further sums.
12.5 Upon the termination of
this Agreement the Affiliate must:
(a) must remove from the
Affiliate Website all references , contacts and links related to the Company
and the Affiliate Program
(b) cease the use of
trademarks, logos and marketing material related to the Company and the
(c) all rights and licenses
granted to the Affiliate under this Agreement shall immediately terminated and
all rights shall revert to the respective licensors.
13.1 Any notice given under the
Agreement must be in writing (whether or not described as “written notice” in
the Agreement) and must be delivered personally, sent by pre-paid first class
post, or sent by fax [or email], for the attention of the relevant person, and
to the relevant address, fax number or [email address] specified on the
Registration Form (in the case of the Affiliate) or the 4StarsGames Gaming Website (in the
case of the Company) (or as notified by one Party to the other in accordance
with this Clause).
13.2 A notice will be deemed to
have been received at the relevant time set out below:
(a) where the notice is delivered personally, at the time of delivery;
(b) where the notice sent by first class post, 48 hours after posting; and
(c) where the notice sent by fax or email, at the time of the transmission
(providing the sending Party retains written evidence of the transmission).
13.3 No breach of any provision
of the Agreement will be waived except with the express written consent of the
Party not in breach.
13.4 If a Clause of the
Agreement is determined by any court or other competent authority to be
unlawful and/or unenforceable, the other Clauses of the Agreement will continue
in effect. If any unlawful and/or unenforceable Clause would be lawful or
enforceable if part of it were deleted, that part will be deemed to be deleted,
and the rest of the Clause will continue in effect (unless that would
contradict the clear intention of the Parties, in which case the entirety of
the relevant Clause will be deemed to be deleted).
13.5 Nothing in the Agreement
will constitute a partnership, agency relationship or contract of employment
between the Parties. The Affiliate will not make any statement on the Affiliate
Website or otherwise which expressly or impliedly suggest that there is any
such relationship between the Parties.
13.6 The Agreement may be
varied ( the Company has the right to amend, alter, delete or add any of the
provisions of the Agreement) by the Company , at any time and at its sole
discretion, by posting a new version of the Agreement on the 4StarsGames Gaming Website and
notifying the Affiliate in writing that the Agreement has been varied. The
Affiliate's continued participation in the Affiliate Program after receipt of
such a notice will constitute the Affiliate's acceptance of the varied
13.7 The Company may freely
assign its rights and obligations under the Agreement without the Affiliate’s
13.8 The Agreement is made for
the benefit of the Parties, and is not intended to benefit any third Party or
be enforceable by any third Party. The rights of the Parties to terminate,
rescind, or agree any amendment, waiver, variation or settlement under or
relating to the Agreement are not subject to the consent of any third Party.
13.9 The Agreement constitutes
the entire agreement and understanding of the Parties in relation to the
subject matter of the Agreement, and supersedes all previous agreements,
arrangements and understandings between the Parties relating to the subject
matter of the Agreement. Subject to Clause 9.1, each Party acknowledges that no
representations or promises not expressly contained in the Agreement have been
made by or on behalf of the other Party.
13.10 The Agreement will be
governed by and construed in accordance with laws of Malta.
13.11 In case of any discrepancy
between the meanings of any translated version, the English Language Version
13.12 The Affiliate shall not use any Confidential Information
of the Company for its own commercial or for other purposes beyond the
fulfillment of the obligations arising from this Agreement unless the prior
explicit and written consent of the Company.