Betcris Affiliate Program Membership Agreement

This Affiliate Agreement ("Agreement") contains the terms and conditions between TV Global Enterprises Ltd (the "Company" or "we", "us", "our") and you, in respect of your application to participate as an affiliate ("Affiliate") in the Company's Affiliate program, ("Betcris Affiliates").

As an Affiliate, your role is to promote the sites, brands and applications that are owned or operated by the Company, specifically Betcris.com and all other domains used and/or to be used by the Betcris Group, brand and application that is available to Betcris Affiliates.

You will indicate your acceptance of the terms and conditions of this Agreement by checking the box at the bottom of the Affiliate registration page, which says "I have read and agree to the terms and conditions of this Agreement".

1. Definitions and interpretation

"Applications" include the company's mobile application.

"Betcris Affiliate" means natural persons who are over 18 years of age, who have the legal capacity to enter into a binding contract and do not have any legal, commercial, contractual or other restrictions that prevent them from participating in the Betcris Affiliate Program under these Terms; and companies or companies, who have full right, power and authority to enter into these Terms on behalf of the company or company.

"Banners and Text Links" are the illustrations or text that drive traffic to websites and apps through the Affiliate Tracker to enable tracking of a player or prospective player via a hyperlink to the website or app.

"New Customer" means any natural person who is 18 years of age or older and habitually resident in the Territory, who is directed by the Affiliate to a Betcris Site and who can be linked to the Affiliate's Account, who is eligible to open an account on a Betcris Site, and: (a) who successfully opens a new account on a Betcris Site in accordance with the applicable terms and conditions of the Site; (b) deposit a minimum amount of $10 (Ten dollars, legal tender of the United States of America) into the Betcris account, (c) play the minimum deposit amount and (d) have not previously created an account on any of the Group's websites.

"Commission" means the amount owed to you, calculated based on data in our system and in accordance with the terms of this Agreement.

"Chargeback" or "Credit" is a credit card transaction, which cannot be charged by a credit card company as a result of non-payment or fraudulent use of the credit card, or any other payment transaction that is revoked and for which credit is granted.

"Content" means all content that we own, develop, license, or create and/or provide to you in connection with this Agreement, including Affiliate Links.

"Promotional Mail" means artwork or text regarding specific promotional campaigns, sent by us for distribution by the Affiliate.

"CPA" or "Cost Per Acquisition" is an affiliate revenue model, in which marketers pay their affiliates a fixed commission per action.

"Account" means the Account on the Betcris Affiliate program platform, where the affiliate controls its activity.

"Affiliate Payment Account" means the account on the Betcris Website where the Affiliate receives payment of its commissions.

"Player Account" means an account on the Betcris Website that is created for a Player when he/she registers using an Affiliate Link.

"Minimum Deposit Required" means a minimum deposit of USD $10 (Ten dollars, legal tender of the United States of America).

"Affiliate Link" means a unique tracking URL used by a specific Affiliate, which is provided by Betcris Affiliates.

"Group" means our ultimate parent companies, our affiliated companies and the subsidiaries of our parent company.

"Player" means any person over the age of 18 who uses products or services on the Betcris Group Website.

"Real Money Player" means any person over the age of 18 who is linked to your unique tracking URL and who: (i) has not been a Player who has been with us before; (ii) is not located in a Restricted Territory; (iii) has made the required Minimum Deposit; (iv) is accepted as a player under any applicable registration or identity verification procedures that we may require; and (v) has adequately met any other qualification criteria that we may introduce from time to time. Notwithstanding any other provision contained elsewhere in this Agreement, we reserve the right to modify the qualification criteria mentioned above at any time by virtue of placing a notice on the affiliate website.

"Approved Marketing" means marketing through the use of Trackers through our Approved Banners and Text Links, as well as through Promotional Mail, including promotion on Affiliates' websites.

"Negative Carryover" or "NCO" means that any negative balance in your Betcris Affiliate Site Account is carried over to the following month.

"Qualified Player" means any player over the age of 18 who has registered an account, made a purchase and placed a settled bet at Betcris.

"Trackers" refers to an Affiliate's tracking URL, also known as an Affiliate Link.

"Revenue Share" is a payment model that allows the Betcris Affiliate to receive a percentage of all money generated on the Betcris Website by Players sent by the Affiliate.

"Affiliate Website" means the Company's affiliate website located at the URL. https://www.betcrisaffiliates.com/

"Website" means the websites and any other site, application or online platform owned by us and each of their related pages through which a person opens a Player Account.

"Inappropriate Site" means any website, forum, social media platform or other means of communication, regardless of its type that is directed to children; seeks to attract minors; promotes or glorifies violence; promotes discrimination on the basis of race, sex, religion, nationality, disability, sexual orientation or age; promotes illegal activities; violates or permits the violation of intellectual property rights; violates the privacy rights of others; is obscene or contains sexually explicit content; contains or promotes any illegal behavior or content; contains or provides links to malicious or harmful software, keyloggers, Trojan horses, viruses, or malware; or that Betcris believes, in its sole discretion, may bring the interests of Betcris or its affiliated companies and brands into disrepute or harm.

"Affiliate Application" is the form used to apply to participate in the Betcris Affiliate program.

"Fraudulent Traffic" means deposits, revenue, or traffic generated on the Website through illegal means or any other action committed in bad faith to defraud us (as determined by us in our sole discretion), regardless of whether or not it actually causes us harm, including, but not limited to:
(i) Deposits generated on stolen credit cards or by fraudulent activity or prohibited transactions;
(ii) Collusion, manipulation of the service or system, bonuses or other promotional abuse;
(iii) Creation of fake accounts for the purpose of generating fees;
(iv) Manipulation of the Trackers or the process by which those Trackers are served, including, but not limited to, cookie stuffing;
(v) Intentionally targeting Players to cross-promote that player to a different site;
(vi) Unauthorized use of third-party accounts, copyrights, trademarks, and other intellectual property rights of third parties (which, for the avoidance of doubt, include our intellectual property rights); and
(vii) Any activity that constitutes Fraudulent Traffic in specific sections of this Agreement.

"Incentivized Traffic" is that which is generated by offering rewards or incentives to users in exchange for completing an action; such traffic is totally prohibited in the Betcris Affiliate Program (including Overseas France and Overseas Territories, Departments and Collectivities), as well as any other territory designated by the Company, which can be verified on the Betcris website using the following link: https://ayuda.betcris.com/en/user-guide/legal-en/restricted-countries/restricted-countries/

"Tracking URL" means a unique hyperlink or other linking tool to reference our website through which you can refer potential Real Money Players. When the relevant Player opens his Player Account, our system automatically registers the Tracking URL and registers them as an Affiliate. You are prohibited from making changes to the tracking code or URL.

2. General

2.1. This Agreement will govern our partnership with you in relation to Betcris Affiliates and amends, substitutes and replaces any previous affiliate agreements you have entered into with us in relation to the website you advertise in publicity.

2.2. Application to the Betcris Affiliate Program. By applying to our Affiliate Program, you agree to the Terms and Conditions of this Agreement (depending on our acceptance of your application) and represent that you have read, fully understand and will act in accordance with this agreement. If you do not agree to this document or are not authorized to do so, you cannot participate in the program and will need to cancel the application process.

2.3. Acceptance of Affiliation Application. It is up to us to decide whether or not your application is successful. Our decision is final and unappealable.

2.4. Bound by all Terms and Conditions. When you tick the acceptance box found on the Betcris Affiliates program registration page, YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT (as amended or modified periodically in accordance with Section 2.6 below).

2.5. Independent contractor. You provide marketing services to us under this Agreement as an independent contractor. Neither party to this Agreement is an agent, representative, or partner of the other Party. You will not have the right, power or authority to enter into any agreement for or on behalf of Betcris, or to incur any obligation or liability on behalf of us, or to bind us otherwise. This Agreement shall not be construed or understood to create an employment relationship, partnership, agency, joint venture, or partnership between us and you, or to impose any liability attributable to such relationship on either party.

2.6. Modifications to the Agreement. We reserve the right to change any part of this Agreement at any time and in our sole discretion by posting a notice of change or a new agreement on our site. If possible, we will send notice of any tangible changes to the email address you provided to us before these changes take effect; however, you are ultimately responsible for periodically reviewing these Terms and Conditions and we reserve the right to change this Agreement at any time. Your continued participation in our Affiliate Program after we announce the changes will constitute binding acceptance of those changes. The most recent change to this Agreement will be on the date specified at the top of this document, so you should periodically check this page for updates.

2.7. Different Territories. You acknowledge and agree that in certain territories the Group's associated companies may need to perform the obligations of this Agreement and you hereby consent and agree that other associated companies will comply with those parts of our obligations that are necessary for us to fulfill the terms of this Agreement and for us to share such information about you with other associated corporate entities for this purpose.

2.8. Obligations satisfied by the relevant entity. Our obligations to you will be satisfied by the relevant entity in our Group for the territory for which you are providing the marketing services. Where an Affiliate is located in a restricted territory we agree that you will have the right to submit invoices for the payment of Commissions, instead of those Commissions being paid directly to your Affiliate Payment Account. Those invoices should be sent to the Company or a partner company when special instructions are provided to the Affiliate.

3. Rights and Obligations

3.1. Identification procedures. You must provide us with true and complete information when you complete the Membership Application and will promptly update such information if all or part of it changes. If you do not keep your details up to date, your Account may be terminated or payments may be withheld. You must also provide us with any other information that we may reasonably request when we deem it necessary.

3.2. Create and maintain unique links. By agreeing to participate in the Betcris Affiliate program, you agree to create and maintain unique links from your site to websites that are owned, operated, or marked by us ("Company Websites").

3.3. You can link to us with any of our banners, QR codes, promo codes, emails, items, or with a text link. This is the only method by which you can advertise under our name.

3.4. Minimum Real Money Clients Referred. All Affiliates are required to register a minimum of ten (10) new Customers (who open an account, deposit and play) with real money to Betcris within a period of one (1) month after joining Betcris Affiliates. The Affiliate must maintain ten (10) active players per month and add ten (10) new customers with new accounts (who open an account, deposit and play) per month in order to receive the applicable commission. If an Affiliate does not meet the requirements of this section, they will not receive the corresponding commission for the month and it will be withheld until the above conditions are met.

3.5. During the term of this Agreement, you shall not:

3.5.1. Place the Banners, Text Links, on websites other than your website, social media pages (facebook, Instagram, Youtube, etc.) as specified in your application form without our prior written consent;

3.5.2. Offer special benefits or other incentives (including, for example, any payment) to anyone for using the Banners and Text Links on their site to access the Website;

3.5.3. Read, intercept, copy, record, redirect, interpret or otherwise interfere with or complete the content of any electronic form or other material submitted to us by a third party;

3.5.4. Modify any of the Banners and Text Links that are not in conformity with this Agreement;

3.5.5. Engage in transactions of any kind on the Websites on behalf of a third party;

3.5.6. Authorize, assist or encourage any other person to enter into transactions of any kind on the Websites other than in accordance with this Agreement;

3.5.7. Take any action that is likely to cause confusion to any third party (end users or otherwise) as to our relationship with you, or as to the site on which functions or transactions occur;

3.5.8. Other than providing the Banners and Text Links on your site in accordance with this Agreement, publishing or serving any advertising or promotional content that the Company promotes;

3.5.9. Artificially increase (or attempt to increase) the money we will pay you;

3.5.10. Attempt to intercept, redirect or otherwise interfere with traffic (including, without limitation, through user-installed software) from or on any website participating in Betcris Affiliates;

3.5.11. Solicit non-member affiliates (referred to as "sub-affiliates") to distribute offers and claim commissions on such activities. You are prohibited from starting a sub-affiliate network using the Company's offerings and media assets;

3.5.12. Affiliates may not purchase, bid, register for, or acquire keywords, advertising words, domain names, search terms, or other identifiers, including the Company name, for use in any search engine, portal, social media accounts, sponsored advertising service, or other search or referral service that is identical or similar to any of the Company's intellectual property rights (or of the Group), including without limitation, copyrights, trademarks (whether registered or unregistered), including (for the avoidance of doubt) any misspellings of the domain names of any of the websites (commonly known as "typographical errors for misleading purposes" or "typo-squatting"), or any phonetics of any of the websites, brand names, domain names, graphics and designs used by us. However, this does not extend to the use of metatag keywords on your site that are identical or similar to any of our trademarks or trade names, including the terms "Betcris" and "http://betcris.com". You hereby agree to transfer any domain name or trademark or registration application with respect to our Brands or marks confusingly similar to our Brands that you may have or control upon request. You further agree not to attack or question our ownership and title of our Brands in any way.

3.5.13. Directly or indirectly refer visitors to your site or potential Players that you suspect (or should suspect) may abuse promotions or services available on the Website;

3.5.14. Place the Banners and Text Links on websites that provide unauthorized access to copyrighted content (such as illegal streaming sites or file-sharing sites);

3.5.15. Send any marketing communication relating to the Company by SMS or email without our prior written consent.

3.5.16. You may not use the Website for advertising in restricted areas, or for people in restricted areas, or in traffic in restricted areas, or to circumvent any restrictions imposed by Betcris and/or any sites related to restricted areas in which they convert, allow, support or encourage.

3.6. Immediate termination for breach of Section 3.4. If we determine, in our sole discretion, that you have breached any of the provisions of Section 3.4, we may (without limiting any other rights or remedies available to us) withhold any monies we would otherwise pay you under this Agreement and/or terminate this Agreement.

3.7. Immediate termination for spam. We will terminate this Agreement immediately without recourse to you if there is any form of spam or if you advertise our services in any other way. You shall not make any claims or representations, or give any warranties, in relation to us and you shall have no authority to bind us, and shall not bind us to any liability.

3.8. Non-exclusive, non-assignable right. This Agreement grants you the non-exclusive, non- assignable right to direct potential Players to any of our Websites in accordance with the terms and conditions of this Agreement. This Agreement does not grant you an exclusive right or privilege to assist us in providing services arising from your referrals. You will not be able to claim commissions or other compensation on businesses guaranteed by or through persons or entities other than you.

3.9. Approved advertising. You will only use our approved advertising creativity (banners, html banner ads, editorial columns, images, and logos) and will not alter their appearance or refer to us in any promotional materials that are not available. The appearance and syntax of hypertext transfer links are designed and designated by us and constitute the only authorized and permitted representation of our sites.

3.10. Traffic generated not in good faith. You will not knowingly profit from known or suspected traffic not generated in good faith, whether it actually causes us harm or not. We reserve the right to withhold all amounts owed to you under this Agreement if we have reasonable grounds to believe that such traffic has been generated. We reserve the right to withhold affiliate payments and/or suspend or close accounts when affiliate customers are found to be abusing any of our offers or promotions, either with or without their knowledge. Such situations include, but are not limited to, different customers betting on both sides of an event or market to limit risk and claim bonuses.

3.11. For Commercial Use Only. This marketing opportunity is for commercial use only. You must not register as a Player or make deposits into any Player Account (directly or indirectly) through your Tracker(s) for your own personal use and/or the use of your family, friends, employees, agents or advisors, or otherwise attempt to artificially increase the commissions payable to you or to defraud us. Violation of this provision will be considered Fraudulent Traffic.

3.12. Development, Operation of the Site; Indemnity. You will be solely responsible for the development, operation and maintenance of your site and all materials that appear on your site, social media, etc. For example, you will be solely responsible for ensuring that materials posted on your site are not defamatory or illegal. We disclaim all responsibility for these matters. In addition, you will indemnify and hold us harmless from all claims, damages, and expenses (including, but not limited to, legal fees) arising directly or indirectly from the development, operation, maintenance, and content of your site.

3.13. Betcris Affiliates aims at your direct participation. You must not open Affiliate Accounts in the name of other participants. It is not acceptable to open an Affiliate Account for a third party, brokerage of an Affiliate Account, or transfer of an Affiliate Account. Affiliates who wish to transfer an Account to another Account owner must request permission to do so by contacting us. Approval is solely at our discretion.

3.14. No affiliation. Your Company is not officially part of or benefits from the products or services of another Group Company.

3.15. License. We hereby grant you a non-exclusive, non-transferable license, during the term of this Agreement, to use our trade name, trademarks, service brands, logos, and any other designations that we may approve from time to time ("Brands") solely in connection with the display of the promotional materials on your site. This license may not be sublicensed, assigned, or otherwise transferred by you. Your right to use the Brands is limited to and arises only from this license. You shall not assert the invalidity, unenforceability, or challenge ownership of the Brands in any action or proceeding of any kind or nature, and you shall not take any action that may prejudice our rights in the Brands, render the same generic or weaken their validity or diminish their associated goodwill. You must notify us immediately if you become aware of any misuse of the Brands by a third party.

3.16. Confidential Information. All information and data in written, oral, graphic form, whether or not contained in written, optical or electromagnetic media, including but not limited to: technical, financial and commercial information; promotional and marketing processes; price, cost and sales information; market projections; research and development information; customer and supplier lists (current and potential); business strategies; company composition and organizational structure; as well as industrial and trade secrets, proprietary information, trademarks and patents, ideas, products, services, materials, databases, reports, records, designs, maps and drawings owned, inherent in and/or belonging to the Company, its merchants, subsidiaries, customers or affiliated business partners, to which the Affiliate may have direct or indirect access (collectively referred to as "Confidential Information"), shall be deemed for all effects and purposes to be the sole property of the Company and therefore may not be disclosed by the Affiliate directly or indirectly or by any means, in whole or in part, for its own benefit or the benefit of any third party, or used for any purpose other than as specifically stipulated herein, obliging the Affiliate to maintain his total discretion and confidentiality in this regard, under the bonus "Pater familias" principle. This obligation shall remain for the term of this Agreement and for up to five (5) additional years after the expiration of this Agreement. During the term of this Agreement, you may be entrusted with confidential information relating to our business, operations or underlying technology and/or Betcris Affiliates (including, for example, commissions earned by you on Betcris Affiliates). You agree to prevent unauthorized disclosure or use of such confidential information to any third party, unless you have our prior written consent and that you will use the confidential information only for the ends necessary to further the purposes of this Agreement. Your obligations with respect to confidential information will survive the termination of this Agreement.

3.17. Data Protection. You must at all times comply with the data protection legislation in your jurisdiction. It is your responsibility to be aware of the laws in your jurisdiction regarding data protection.

3.18. At all times the Betcris Affiliate must keep the content updated in its communication channels.

4. Commissions, payments, reports

4.1. Types of plans. Affiliates can choose from one of three plans: revenue share ("Revenue Share"), cost per acquisition ("CPA") and Hybrid (combination of revenue share and CPA), incidentally, the type of plan the Affiliate wishes to obtain is subject to approval by Betcris.

4.1.1. Revenue sharing option:

This revenue sharing option is calculated from the NGR ("Net Gross Revenue"), which is calculated as the total gross profit of the gaming company minus processing costs, chargebacks, bonus costs, taxes.

4.1.2. Level System:

This option is based, according to the table below, on the number of new real money Customers/Players referred per calendar month in relation to Betcris Group websites.

4.1.3. CPA Option:

Send an email to request a CPA agreement.

This option is based on the number of new real money Customers/Players, who have met the plan requirements, referred per calendar month in relation to the Betcris Group websites. The commission per CPA will be negotiated with each Affiliate. New customers must comply with the requirements established in the negotiation.

4.2. Reports. We will track and report on the Player's activity in order to calculate their commissions based on their set payment plan. The form, content and frequency of the reports are provided by a third party, unrelated to Betcris, therefore, there may be errors in the synchronization of data, for which Betcris has the power to send the necessary information again. In general, you can log in to your Affiliate Account and view reports relating to the number of new Real Money Players who signed up that month per Tracker and/or the total amount due after any deductions or set-offs we are entitled to make under this Agreement. Additional reports may be available online so that you can view new Real Money Players by Tracker. We hereby exclude all liability for the accuracy or completeness of such reports.

4.3. Timely Payments. We will make all reasonable efforts to make payments due in a timely manner. However, we will not be liable for occasional delays or delays beyond our control. For example, any changes to the contact or bank details provided by you may result in a delay in making payments due. When you become aware of any overdue payments for you, please contact us immediately and we will try to resolve the matter as soon as possible. All Affiliates are required to have a minimum of ten (10) active customers and ten (10) new customers per month.

4.4. Form of payment. All payments will be paid in U.S. dollars or any other currency determined by us, regardless of the currency in which the players assigned to your Tracker have played. Payments will be made by bank transfer, e-wallets, through Betcris' player account and platform, bitcoins, or any other method that we decide at our sole discretion; however, we will make reasonable efforts to accommodate your preferred form of payment. Transfer fees or courier fees for checks will be covered by you and deducted from your commissions. To avoid any doubt, we are not responsible for paying any currency conversion fees or any fees associated with transferring money to your Affiliate Payment Account.

Betcris Affiliates must complete the automatic invoice option in the system, otherwise, they must comply with the usual procedure which is to send the respective invoice, during the first five (5) business days of the month to proceed with the payment, if we have all the necessary documentation and meet all the requirements, otherwise, the amounts owed will be carried over to the following month. The invoices must include the payment instructions by transfer or the crypto address for payment through an electronic wallet. When it is through an electronic wallet, the invoice must be provided in text and image format.

4.5. Deductions for CPA, Revenue Share and Hybrid Plans. In the event that a Chargeback, Credit or Player is found to be underage in their jurisdiction, such Player will not be considered for the purpose of the CPA, Revenue Share or Hybrid plan and any CPA, RS or Hybrid payments made to the Affiliate in respect of such Player will be deducted from future payments to the Affiliate. If a chargeback or credit occurs during the fee payment processing period, we reserve the right to deduct such amounts and associated commissions from amounts owed to the Affiliate under the Revenue Share Plan. Any chargeback or credit to a Player in respect of whom the Affiliate has chosen the CPA, Revenue Share or Hybrid rewards plan, will disqualify such player from the Affiliate's account and the Affiliate will not be entitled to any payment with respect of such Player.

4.6. Right to withhold amounts. We reserve the right to withhold all amounts due and payable to the Affiliate under this Agreement if any fraud involving the Affiliate is deemed to have occurred or contemplated, whether or not the amounts withheld relate to the event in question. If we believe that fraud has occurred or that a Player contemplates it without the Affiliate's knowledge, we will be entitled to withhold any amounts due to the Affiliate in relation to such fraud. We shall also be entitled, in the above events, to set off future amounts payable to the Affiliate, any amounts already received by the Affiliate that can be shown to have been generated by fraud. If we determine, in our sole discretion, that the Affiliate has engaged in any activity prohibited by this Agreement, including, but not limited to, activity involving Restricted Territories, or that the Affiliate has breached any of its representations, warranties, or commitments in this Agreement, we may (without prejudice to any other rights or remedies available to us) withhold any amounts due and payable to the Affiliate pursuant hereto, whether or not generated by such prohibited activity or breach and suspend or terminate the Affiliate's account at our discretion.

4.7. Intellectual Property Rights. We do not tolerate any form of theft or copying of content (web scraping) or any violation of intellectual property rights, and we reserve the right to suspend and, if necessary, terminate the Affiliate's account if it is proven that the Affiliate is responsible for using such methods and/or transfer the amounts payable to the Affiliate to the creator of the original content and/or the holder of the intellectual property rights. This agreement does not grant any intellectual property licenses or rights, either directly or indirectly or through any third party. The PARTIES agree in all cases that: i) all distinctive signs and other forms of intellectual property (including trademarks, symbols, logos, advertising signs, slogans, trade names, photographs, images, music, text and screen designs, etc.) belonging to or provided by the PARTIES to carry out the activities described herein, shall remain the sole and exclusive intellectual property of each PARTY that provided it and may not be used for no other purpose at any time by the other PARTY.

4.8. Supporting documentation. We reserve the right to delay or withhold payments if any supporting documents relating to payments to be made to the Affiliate and/or those referred to in Section 8 of this Agreement are not promptly delivered upon request.

4.9. Negative balance. A negative balance in the Affiliate Account means that, in any calendar month, the lost bets generated by customers who have entered through the Affiliate Tracker are less than the sum of all winnings, plus bonus processing costs, bonuses generated, chargebacks, adjustments and taxes by customers who have entered. Any negative balance in the Affiliate's Account will be carried over to the following months and offset against payments due to the Affiliate in the following months, until the full negative balance is cancelled.

4.10. Cancellation of Tracking of Real Money Players. If a Real Money Player does not place a bet on our Websites for a period of three hundred and sixty-five (365) days, we may, at our sole discretion, terminate that Real Money Player's tracking from their Tracker and the Affiliate will no longer receive commissions for that Real Money Player.

4.11. Cancellation of Tracking of Other Players. If a Player registers to play on the Website and does not make a deposit for a period of sixty (60) days, we may, in our sole discretion, terminate that Player's tracking from their Tracker and will not receive a fee for that Player.

4.12. Taxes. Each Party shall pay any taxes arising from this Agreement that are legally levied in their respective countries. If Value Added Tax (VAT) or any other sales tax or turnover tax is chargeable, you are responsible for complying with the rules, if any, for registering for tax and collecting and paying the tax in the country where the services are provided, and you acknowledge that the payments you receive will include VAT or sales tax or turnover tax.

4.13. Disputes. If you disagree with the monthly reports or the amount to be paid, do not accept payment of that amount and immediately send us written notice of your dispute. Notices of dispute must be received within thirty (30) days after we have made your monthly report available or your right to dispute such report or payment will be deemed rejected and you will have no claims thereabout. In addition, the deposit of the paycheck, the acceptance of the payment transfer, or the acceptance of another payment by us will be deemed to be the full and final settlement of the Commissions due for the month indicated. Notwithstanding the foregoing, if an overpayment is made in the calculation of your Commissions, we reserve the right to correct such calculation at any time and may reclaim any overpayment we have made to you.

4.14. Protection against money laundering. You shall comply with all applicable laws and any policies notified by us through our Website or otherwise in relation to money laundering and/or the procedure of the crime.

5. Duration and Termination

5.1. Effective date. This Agreement will commence on the date we notify you that your application to join Betcris Affiliates has been successful.

5.2. Term of the Agreement. The rights and obligations created by this Agreement shall be effective for one (1) year from the effective date hereof and shall automatically renew for successive periods of one (1) year, unless terminated in writing by either party. This renewal period may be modified by means of an addendum, which must be signed by Betcris and the Affiliate.

5.3. Immediate termination by either party. Either party may terminate this Agreement immediately and without liability, upon written notice to the other party, if a receiver, examiner, or administrator of all of the other party's assets is appointed or if the other party is removed from the Registrar of Companies (or similar registration) in the jurisdiction where the other party was incorporated or an order was made or a liquidation resolution was passed (except that such order or resolution is part of a voluntary scheme for reconstruction or merger as a solvent corporation and the corporation).

5.4. Immediate termination by Betcris. We may immediately suspend or terminate this Agreement upon notice: (a) when you materially breach any term of this Agreement and fail to resolve the breach (if possible) within the time period specified by us to remedy it; such period shall be for ten (10) business days following notification of the breach or non-compliance (b) pursuant to the rights set forth in this Agreement; (c) where we suspect that the Affiliate or any Player who registers through the Affiliate is involved or suspected of Fraud; (d) in the event of a breach of any warranty referred to in this Agreement, (e) when any player is found to be underage, in accordance with his/her jurisdiction. We reserve the right to withhold any amounts owed to you in such circumstances whether or not such breaches arise.

5.5. Suitability. We may suspend or terminate this Agreement at our discretion immediately upon notice if we deem that, for any reason, you are not eligible to be an Affiliate. We will not be required to disclose our reasoning in relation to any such suspension or termination. When we disclose our reasons for such suspension or termination, we may withhold and/or cancel any payments that might otherwise have been due to you.

5.6. Early termination. Either party may terminate this Agreement without any liability and/or penalty, upon delivery of seven (7) days' prior written notice to the other party, without needing just cause to terminate the contract.

5.7. Without prejudice to rights. Termination of this Agreement shall not prejudice the rights of either party that may have arisen on or before the date of termination.

5.8. Inactive Accounts. If your Account is inactive, this Agreement and participation in Betcris Affiliates will be terminated which will result in the immediate closure of your Account. When termination occurs, we will notify you that your commissions will be frozen and any remaining funds within your Account will revert to us. In this Section 5.8, "Inactive" means: (i) You have not logged into your Account in the last 180 days, (ii) You have not made at least 3 new player registrations within 90 days and/or (iii) You have not requested a withdrawal (by means of a withdrawal or a transfer to the Player's Account).

5.9. Removal of Content at Termination. Upon termination of this Agreement for any reason, you shall remove all Content from your Site and all rights and licenses granted to you in this Agreement shall immediately terminate.

5.10. Deduction of payments. We shall be entitled to deduct from any payments due and payable to you, for the same debts and obligations due to us, if any.

5.11. No Right to Commissions After Termination. You will not be entitled to any Fees in respect of revenue generated by real money Players after the termination of this Agreement.

6. Fraud and Fraudulent Trafficking

6.1. Fraudulent traffic is prohibited. The Affiliate shall not engage in, enable, assist, promote, encourage, or benefit, directly or indirectly, from any act or traffic involving fraud. The Affiliate shall act at all times to refrain, immediately stop and not allow any Traffic that is Fraudulent or that it believes or should reasonably believe could involve Traffic Fraud, or any act or traffic about which we inform that the Affiliate is suspected, in its discretion, to involve or potentially involve Traffic Fraud.

6.2. Suspected fraud. In the event that we suspect Fraud, we reserve the right to impose restrictions on the Affiliate's account, including, but not limited to, suspending the Affiliate's account and withholding all sums within the account, as well as commencing a full investigation. The Affiliate hereby grants authorization to the Company to inform the appropriate authorities or third parties of such an incident and only once we are satisfied to resolve the matter, will it remove any restrictions on the Affiliate's account.

6.3. Incentivized traffic is prohibited. The Affiliate may not offer rewards or incentives to Players to take any action.

6.4. Sanctions. Betcris reserves its right to seek criminal or any other sanctions imposed upon it if there is a suspicion that the Affiliate has been involved in any fraudulent, unfair or criminal activity and this information will be disclosed to the appropriate authorities or other relevant third party if necessary. Fraudulent acts include actions that are carried out in bad faith and/or acts intended to deceive Betcris or a member of its company or group of companies.

6.5. Betcris' Liability. Betcris has the intention and desire to make betting a pleasant and entertaining experience and at the same time, takes its responsibility very seriously. That's why we strive to:

(a) Ensure that gambling is conducted in a patently fair and open manner to protect customers;

(b) To ensure that underage persons in each country do not participate in our betting site;

(c) Prevent gambling from leading to a crime or disorderly conduct.

You agree not to knowingly or negligently violate the provisions of the preceding paragraph, acting or failing to act or causing disputes on the part of Betcris; in the event that Betcris becomes aware of any violation, it reserves the right to terminate the contract without liability.

6.6. Suspension or Termination of Accounts. Betcris reserves the right to immediately suspend or terminate any Affiliate account deemed to be involved in fraud, money laundering and/or other forms of illegal or suspicious activity, to withhold any amounts payable to such account and such information as we deem reasonably necessary to report to the relevant authorities.

7. Liability

7.1. No Warranties. WE MAKE NO WARRANTIES OR REPRESENTATIONS (EXPRESS OR IMPLIED BY LAW, STATUTE OR OTHERWISE) WITH RESPECT TO BETCRIS AFFILIATES, OUR WEBSITES, OR ANY CONTENT, PRODUCTS OR FACILITIES AVAILABLE THEREIN OR RELATED THERETO OR THAT OUR WEBSITE, SYSTEM, NETWORK, SOFTWARE OR HARDWARE (OR SERVICES PROVIDED TO US BY THIRD PARTIES) WILL BE ERROR-FREE OR UNINTERRUPTED OR WITH RESPECT TO QUALITY, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR FITNESS FOR ALL OR ANY OF THE FOREGOING. EXCEPT AS OTHERWISE EXPRESSLY STATED IN THIS AGREEMENT, ALL IMPLIED WARRANTIES, REPRESENTATIONS, TERMS, AND CONDITIONS ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY LAW. IN ADDITION, WE (AND OUR SUPPLIERS) HAVE NO OBLIGATION TO MAINTAIN REDUNDANT SYSTEMS, NETWORKS, SOFTWARE OR HARDWARE.

7.2. Billing and collection limitations. We may, in our sole discretion, use any means available to block, restrict, remove or deduct from your Tracker certain Real Money Players, deposits or play patterns or reject requests from Real Money Players and/or Affiliates to reduce the number of fraudulent, unprofitable or for any reason transactions. We do not guarantee, represent, or guarantee the consistent application and/or success of any fraud prevention efforts.

7.3. Limitations of Liability. Our obligations under this Agreement do not constitute personal obligations of the owners, directors, officers, agents, employees, vendors, or suppliers of the Website other than as set forth in this Agreement. Other than as expressly provided in this Agreement, in no event shall we be liable for any direct, indirect, special, incidental, consequential, or punitive loss, injury, or damages of any kind (regardless of whether we have been advised of the possibility of such loss) including any loss of business, revenue, profits, or data. Our liability arising under this Agreement, whether in contract, tort (including negligence) or for breach of statutory duty or otherwise, shall only be for direct damages and shall not exceed the revenue generated and payable to you in connection with the Site(s) to which the dispute relates in the last twelve (12) months at the time the event giving rise to liability arises. However, nothing in this Agreement shall operate to exclude or limit either party's liability for death or personal injury arising as a result of that party's negligence or for fraud.

7.4. Indemnification. You shall defend, indemnify, and hold us and our officers, directors, employees, and representatives harmless from and against any and all claims, demands, liabilities, losses, damages, costs, and expenses (including reasonable legal fees) resulting from or arising (directly or indirectly) from your breach of this Agreement.

7.5. Compensation. Without prejudice to any other rights or remedies available to us under this Agreement or otherwise, we shall be entitled to set off any payments otherwise paid to you by us hereunder, against any liability you have to us, including any claims we have against you arising out of or resulting from your breach of this Agreement.

7.6. Compliance with Local Laws. YOU UNDERSTAND THAT GAMING AND WAGERING LAWS MAY VARY ACROSS JURISDICTIONS. YOU WARRANT THAT YOU HAVE INDEPENDENTLY EVALUATED THE LAWS THAT APPLY TO YOUR ACTIVITIES AND BELIEVE THAT YOU CAN PARTICIPATE IN BETCRIS AFFILIATES WITHOUT VIOLATING ANY APPLICABLE RULES OR LAWS.

8. Identity Verification and Supporting Documentation

8.1. Identity verification. Affiliates and Affiliated Companies are required to complete the identity verification process as part of our commitment to comply with AML/CFT (Anti-Money Laundering and Countering the Financing of Terrorism) regulations and submit the necessary supporting documentation requested.

8.2. Identity Verification for Affiliates. We will verify the Affiliate's identity through the information provided by the Affiliate, which will be analyzed by our automated identity verification system. If we are unable to be satisfied with the identity of the Affiliate, we will not be obliged to provide the Affiliate with any information as to the reasons for such failure to identify the Affiliate. In order to avoid doubt, the Affiliate agrees that we may use any personal information provided by the Affiliate to verify the identity in accordance with Section 9.1 and subsections.

8.3. Identity Verification for Affiliated Companies. We will verify the Affiliated Company through a list of documents required for the verification of a company, which must be provided by the representative (partner, owner, shareholder, entrepreneur, etc.) of the company.

8.4. Supporting Documentation for the Affiliate. The Affiliate agrees to provide us with any supporting documents that are requested. The Affiliate is aware that we have the right to delay payments if supporting documents are not provided. Supporting documents may include any of the following documents and are not limited to: copy of valid passport; copy of valid driver's license; a copy of a utility bill; a reference letter from the individual's bank; and a copy of the account statement.

8.5. Supporting Documentation for the Affiliated Company. Supporting documentation may include a copy of the company's certificate of incorporation; articles of association (or equivalent document); duly approved corporate resolution; a certificate of good standing; power of attorney; and information about the identity of the company's beneficial owner and the identity of the company's directors.

9. Others

9.1. Use of the Affiliate's personal information

9.1.1. Use of the Affiliate's Personal Information. The Affiliate acknowledges that his/her personal information (i.e., any personally identifiable information such as name, address, telephone number, or email address) may be used by us for the following purposes:

9.1.1.1. Set up and maintain the Affiliate's Account with us; and for the provision of the services referred to in this Agreement;

9.1.1.2. Comply with relevant regulations regarding the Affiliate's registration with us, including verifying the information the Affiliate provides to us;

9.1.1.3. Monitor activities for the purpose of detecting fraudulent or illegal, criminal or inappropriate activities (including money laundering) and breaches of this Agreement; and investigate and/or prevent such activities; to report such activities to relevant authorities and/or other online gambling and gaming operators, as well as other online service providers;

9.1.1.4. To keep the Affiliate informed of future events, offers and promotions in relation to their account; and to provide the Affiliate with important information about their account;

9.1.1.5. Any other purpose that is necessary for the performance of our contractual obligations to the Affiliate, or to enforce the Affiliate's performance of its contractual obligations to us.

9.1.1.6. The Affiliate hereby consents to the use of your personal information as set out in this Section 9.1 by us, including disclosure by us to relevant third parties for such purposes, including (without limitation) the following:

9.1.1.6.1. Age and/or identification verification agencies.

9.1.1.6.2. Relevant authorities, other gambling and online gaming operators, other online service providers, banks, credit card companies, electronic payment providers or other financial institutions, and the Affiliate agree to cooperate fully with us in respect of any investigation of activities that it or a third party may carry out.

9.2. Notices. All notices relating to this Agreement will be sent via email as follows: to you at the email address provided in the Membership Application (or as you have subsequently updated it in the event of a change) and to us; in the email provided for claims. Any notice sent by email will be deemed received before an acknowledgment of receipt is sent or twenty-four (24) hours from the time of transmission.

9.3. Press. You may not issue any press release or other communication to the public regarding this Agreement, our Brands, or your participation in Betcris Affiliates without our prior written consent, except as required by law or any legal or regulatory authority.

9.4. Assignment

9.4.1. Except where you have received our prior written consent, you may not assign at law or in equity (including by a charge or statement of confidence), sublicense or otherwise deal with this Agreement or any rights under this Agreement, or subcontract any or all of your obligations under this Agreement, or purport to do the same. Any purported assignment in violation of this Section shall confer no rights on the purported assignee.

9.4.2. We may assign any of our rights under this Agreement to any member of the Group or transfer all of our rights or obligations by novation to any member of the Group.

9.5. Governing Law and Jurisdiction. This Agreement (including any variation or modification thereof) shall be deemed to be executed in Malta and shall be governed by and construed in accordance with the laws of Malta without giving rise to conflicts of law principles. You irrevocably agree that, subject to the provisions below, the courts of Malta shall have exclusive jurisdiction to determine any claim, dispute or matter arising out of, or in connection with, or in connection with this Agreement or its enforceability and waive any objection to proceedings in such courts by reason of venue or by the fact that the proceedings have been brought in an inconvenient forum. Nothing in this Section shall limit our right to commence proceedings against you in any other court of competent jurisdiction, nor shall the conduct of proceedings in one or more jurisdictions preclude proceedings in any other jurisdiction, whether concurrently or not, to the extent permitted by the law of such other jurisdiction.

9.6. Severability. Whenever possible, each provision of this Agreement shall be construed in such a manner as to be effective and valid under applicable law, but, if any provision of this Agreement is held to be invalid, illegal, or unenforceable in any respect, such provision shall be ineffective only to the extent of such invalidity or unenforceability, without invalidating the remainder of this Agreement or any other provision hereof.

9.7. Entire Agreement. This Agreement incorporates the entire agreement and understanding of the parties hereto with respect to the subject matter hereof and supersedes any prior or subsequent oral or written agreements or understandings between the parties relating to such subject matter, except with respect to the modification of this Agreement provided by us to you in accordance with Section 2.6 above. Each party acknowledges and agrees that, in entering into this Agreement, it has not relied on any statement, representation, guarantee, understanding, undertaking, promise or assurance (whether negligently or innocently) of any person (whether party to this Agreement or not) except as expressly set forth in the Agreement. Each party irrevocably and unconditionally waives all claims, rights, and remedies that it might have had in connection with any of the foregoing. Nothing in this Section shall limit or exclude any liability for fraud.

9.8. Rights of Third Parties. Except where this Agreement expressly provides that a third party may, in its own right, enforce a term, a person who is not a party to this Agreement has no right under local law or statute to rely on or enforce any term, but this does not affect any rights or remedies of a third party existing or available other than local laws or statutes.

9.9. No waiver by us. If there is a breach of any provision of this Agreement, it shall not be deemed a waiver of any subsequent breach of the same or any other provision.

10. Errors in the formula. In the event of an error in the formula, we reserve the right to correct it in order to rectify the error and charge for the miscalculation.

11. Right of Non-Admission. Betcris reserves the right not to admit affiliates from the following countries:

11.1. Algeria

11.2. Angola

11.3. Bulgaria

11.4. Burkina Faso

11.5. Cameroon

11.6. Côte d'Ivoire (Ivory Coast)

11.7. Croatia

11.8. Democratic People's Republic of Korea

11.9. Democratic Republic of Congo

11.10. Haiti

11.11. Iran

11.12. Kenya

11.13. Lao People's Democratic Republic

11.14. Lebanon

11.15. Mali

11.16. Monaco

11.17. Mozambique

11.18. Myanmar

11.19. Namibia

11.20. Nepal

11.21. Nigeria

11.22. Russian Federation

11.23. South Africa

11.24. South Sudan

11.25. Syria

11.26. Tanzania

11.27. Venezuela

11.28. Vietnam

11.29. Yemen

12. Annex. When making payments for the first time by means of transfer (bank, bitcoins, etc.), an addendum must be signed, which will form an integral part of these Terms and Conditions and must be signed by the relevant affiliate.