Blacktype Affiliates Terms and Conditions
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 Programme. You
will be asked to agree to these Affiliate Terms before becoming an Affiliate.
If you have any questions or
comments about the Blacktype Affiliate Programme, 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
means the person (natural or legal) specified as the applicant for our
Affiliate Programme on the Registration Form;
Programme” means the Company's website affiliate programme for Blacktype
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 Blacktype, which operates in partnership and as part of the Income Access
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
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, industrial disputes affecting any third Party, changes to the law,
disasters, explosions, fires, floods, riots, terrorist 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 Blacktype Website as a result of promotion by the
means a hyperlink (whether embedded in text or an image or otherwise) from the
Affiliate Website to the BlacktypeWebsite in the form, of the design, and in a
position on the Affiliate Website specified on the Blacktype Website
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. 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, to include:
a) software hosting and provisioning costs
b) bank or financial intermediary handling charges (including for use of
“electronic wallets” and charge backs and refunds).
c) losses due to fraud and bad debts of end users
d) all direct costs of providing the service to users (including charges of
age, ID and geographic location verification costs).
e) brand licensing (in relation to game content).
means wagering by on the Blacktype Website made by a user who [first] visited
the Blacktype Website by means of a Link and who made such wager within 30 days
of the date of that first visit;
Materials” means content, works or other materials that the
Company determines (acting reasonably) constitute:
indecent, obscene, pornographic or lewd material;
material that breaches any applicable laws, regulations or legally
material that solicits or encourages undesirable business
(including bonus abuse and arbitrage)
material that infringes any
third party intellectual property rights or other rights;
material that is offensive
or abusive, or is likely to cause annoyance, inconvenience or anxiety to
another internet user;
computer viruses, spyware,
trojan horses or other malicious or harmful routines, programs or software;
spam or bulk unsolicited
means the HTML form on http://affiliates.blacktype.bet enabling
users to apply to become Affiliates;
means the term of the Agreement; and
means the website accessible via the URL http://blacktype.bet.
1.2 In the Agreement, a
reference to a statute or statutory provision includes a reference to:
(a) that statute or statutory provision as modified, consolidated and/or
re-enacted from time to time; and
(b) any subordinate legislation made 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 or
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 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.
2.4 The Agreement will continue
in force indefinitely, unless and until terminated in accordance with Clause
3. Affiliate Programme
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
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 Programme; and
(b) all information and documents required by the Company (acting reasonably)
in connection with the Affiliate Programme.
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.
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) 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;
(c) increase or seek to increase the number of Payment Trigger events using any
fraudulent or deceptive method;
(d) make any public disclosure relating to the Agreement (including press
releases, public announcements and marketing materials) without the prior
written consent of the Company;
(e) include any hyperlink to the Blacktype Website from the Affiliate Website
that is not a Link; or
(f) include any reference to the Company or the Blacktype 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 Programme which might reasonably be
expected to lead to the possibility of damage to the reputation and goodwill of
the Company and/or the Blacktype Website.
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.
4.6 Affiliates 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 Program.
4.7 Each Affiliate is responsible for
the quality and origin 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.
4.8 If 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.
4.9 Affiliates 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
4.10 Affiliates will comply with all
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
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 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
in which case the Payments may be held over to the next payment date.
6.3 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.
6.4 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.
6.5 Payments to the Affiliate
will be made in UK Pounds Sterling by bank transfer (using such payment details
as are provided by the Affiliate on the Registration Form).
6.6 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 to time.
6.7 No Payments will be due in
(a) any wagers on the Blacktype 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
(c) any purchases on the Blacktype 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).
6.8 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.
7.1 Each Party warrants to the
(a) that 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.
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 affected Party will
take reasonable steps to mitigate the effects of the Force Majeure event.
11.1 Either Party may terminate
the Agreement forthwith at any time by giving 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 all the
provisions of the Agreement will cease to have effect, 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
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.
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; 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.
13 Inactive Accounts
13.1Black Type reserves the
right to withhold commission and close any Affiliate Account deemed to:
- be inactive for a period
of 3 months or more; or,
- have not referred a
minimum of 3 depositing players per month over a rolling 3 month period.
- have not referred at
least 1 active, depositing player per calendar month.
Decisions on inactivity are made at the discretion of
the Black Type Affiliate. Black Type shall notify the Affiliate that its
account is an Inactive Account ("Inactive Account Notice"). If any
funds remain in an account deemed Inactive, Black Type reserves the right to
retain any funds not collected within a period of 90 days from the date of the
"Inactive Account Notice".
14 Self Exclusion
Black Type operates under the gambling licence belonging to FSB Technology.
brand partners, using the FSB platform under the FSB licence, at a
platform level, practice guidance is taken from the UK Gambling
Commission such that a self-exclusion will be enabled across all brands,
operating within one licence. It is illegal under the Data Protection
Act 1998 (DPA) to pass any consumer information to third parties. All
customers who open up with Black Type and are self excluded with another
FSB partner will have all their bets voided and any winnings/loses
returned to their card. This process can take up to a maximum of 2
working days so data will not be reporting back to Income Access until 2
working days have passed.
FSB Technology (UK) Ltd takes its
social responsibility extremely seriously and follows the UK Gambling
Commission code to the letter to make sure that effective procedures are
in place for self-exclusion. We take all reasonable steps to prevent
self-excluded individuals from participating in gambling. The company
will close all known gambling accounts of identified individuals who
self-exclude from all branded sites using FSB Technology’s platform, and
under their licence, within two working days or sooner upon learning
that a person is self-excluded. Furthermore, the company has the
following procedures in place in order to manage self-excluded
o a. A register of those excluded (name, address, membership and any other account details);
o b A record of the card numbers, if known, to be excluded;
o c Our staff are trained to effectively administer the systems; and
o d The removal of access from those persons found to have attempted to gamble on the ‘sites’
15.1 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 Blacktype Website (in
the case of the Company) (or as notified by one Party to the other in
accordance with this Clause).
15.2 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).
15.3 No breach of any provision
of the Agreement will be waived except with the express written consent of the
Party not in breach.
15.4 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).
15.5 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.
15.6 The Agreement may be
varied by the Company posting a new version of the Agreement on the Blacktype
Website and notifying the Affiliate in writing that the Agreement has been
varied. The Affiliate's continued participation in the Affiliate Programme
after receipt of such a notice will constitute the Affiliate's acceptance of
the varied Agreement.
15.7 The Company may freely
assign its rights and obligations under the Agreement without the Affiliate’s
15.8 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.
15.9 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.
15.10 The Agreement will be
governed by and construed in accordance with the laws of England and Wales