Standard Affiliate Agreement

Please ensure that you have carefully read and understood this document before accepting this Agreement. We recommend then printing and/or storing it alongside any notices, confirmations and communications you receive from us.

If you do not (or are not authorised to) agree with the terms and conditions, you should not join the Mainstreet Affiliate Network. If you have already joined our Affiliate Network, email us at to terminate this Agreement. We recommend that you obtain your own independent legal advice before accepting this Agreement.

General Inquiries should be directed to

This Standard Affiliate Agreement, your completed Affiliate Sign-Up Form, and any other guidelines or additional terms we provide to you via email or on our Website (collectively, the “Agreement”) contain the complete terms and conditions that govern your participation in the Mainstreet Affiliate Network (as defined below).

In the event there is a conflict between this Agreement and any other additional terms, this Agreement shall take precedence unless such additional terms expressly reference amendment of this Agreement.

As described in Clause 2.2, Park Lane Services Limited reserves the right to make changes to this Agreement.

1. Sign-Up and Registration

1.1 Eligibility

Employees, directors, officers, and their respective Family Members, of the Group or its related or affiliated subsidiaries, corporations, partners, agents, contractors, representatives, suppliers and any other person that is not at arm’s length with the Group are not eligible to participate in the Affiliate Network.

1.2 Direct Participation

You represent, warrant and undertake to the Group that you will participate directly in the Affiliate Network and are not opening Affiliate Accounts on behalf of any other potential participants.

1.3 Network

The “Affiliate Network” means the Group’s network of participating Brands and Sites offered by the Group and participating Partners. You can check the available pool of participating Brands and Sites in your Affiliate Area, as this is subject to change at any time without notice to you.

1.4 Representation

You represent, warrant and undertake to the Group that all information supplied by you when registering and completing the Affiliate Sign-Up Form is accurate, true, and complete in all respects. Inaccurate, false, incomplete, or inadequate information provided by you may cause the delay or retention of payment of Affiliate Earnings, if any.

1.5 Additional Information

We may require additional information, which you shall endeavour to provide to us as we may reasonably request from time to time. As such you authorize us and our agents to make any inquiries of you, and to use and disclose to any third party we consider necessary to validate the information you provide to us or should provide to us in accordance with this Agreement, including but not limited to, ordering a credit report and/or otherwise verifying the information against third party databases.

1.6 Application Denial

We reserve the right, without any liability to the Group, to reject your application to join the Affiliate Network without providing any reason thereto.

1.7 Changes to Affiliate Account Data

If there is any change to your registration details as originally supplied by you on the Affiliate Sign-Up Form, you shall notify us of the relevant change without delay. Any such change may be subject to verification by the Group as discussed in Clause 1.5.

2. General and Interpretations

2.1 Acceptance

When you indicate your acceptance of these terms and conditions on the Affiliate Sign-up Form, YOU AGREE TO BE LEGALLY BOUND BY ALL THE TERMS AND CONDITIONS SET OUT IN THIS AGREEMENT (as amended or modified from time to time in accordance with Clause 2.2, and a legally binding agreement is concluded between you and the Group.

2.2 Modification

We may modify any of the terms of this Agreement at any time, in our sole discretion, by either (i) emailing you a change notice and/or (ii) by posting the new version of the Agreement on the page of our Website through which you access your Affiliate Account. Except in the case of modifications relating to fraud prevention or where there is an error in the Agreement, which shall be effective on the date of posting or the sending of such notice (whichever is the earlier), all modifications to the Agreement will only take effect 14 days after the date of posting or sending of any such notice (whichever is the earlier). It is your responsibility to visit the Website frequently to make sure you are up to date with the latest version of the Agreement and its provisions. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE AFFILIATE NETWORK FOLLOWING SUCH 14 DAY PERIOD WILL BE DEEMED BINDING ACCEPTANCE OF THE MODIFICATION.

2.3 Contact in Relation to Promotions

Notwithstanding Clause 2.2, from time to time we may contact you with information regarding specific promotions, unless you notify us otherwise, you will be deemed to have agreed to take part in such promotion and the terms of such promotion shall be incorporated into this Standard Affiliate Agreement for the duration of such promotion.

2.4 Clause Headings

Clause headings are included for convenience only and shall not affect the interpretation of this agreement.

2.5 Inclusion

Any phrase introduced by the terms “including”, “include” or any similar expression shall be construed as illustrative and shall not limit the sense of the words prior to those terms.

2.6 Persons

Any reference to “persons” includes natural persons, firms, partnerships, companies, corporations, associations, organisations, governments, states, governmental or state agencies, foundations and trusts (in each case whether or not having separate legal personality and irrespective of the jurisdiction in or under the law of which it was incorporated or exists).

2.7 Language

This Agreement is drafted in the English language. If this agreement is translated into another language, the English language text shall in any event prevail.

2.8 Legislation

Any reference to a statute, statutory provision, ordinance, subordinate legislation, code or guideline (“legislation”) is a reference to that legislation and all other subordinate legislation made under the relevant legislation as amended and in force from time to time and to any legislation that re-enacts or consolidates (with or without modification) any such legislation.

2.9 Date & Time Zone

Any references to dates or times in the Agreement shall be construed as being in the GMT Casablanca time zone.

3. Definitions

In this Agreement, references to the following words shall have the definitions set out below:

3.1 “Affiliate Account” means the account into which you receive Earnings from us. All Earnings are placed into Affiliate Accounts, unless specifically agreed otherwise.

3.2 “Affiliate Earnings” or “Earnings” means the amount of earnings that you are entitled to be paid, as calculated in accordance with the Affiliate Earnings structure described in Article 6 and based solely on our system’s data.

3.3 “Affiliate Area” means the area of the Website that is accessible to you (you may need to access some parts of this area by logging on with the security code we assigned to you when you signed up as a participant in the Affiliate Network and associated password) and that provides certain “members only” functionality, including facilities to check relevant statistics, register Sub-Affiliates, update your profile, create additional Trackers and select Marketing Materials.

3.4 “Affiliate Network” is defined in Clause 1.3.

3.5 “Affiliate Sign-Up Form” means the electronic registration form used to collect Affiliate particulars, which is required to be completed and submitted by each Affiliate as part of the Affiliate registration process. It is located on the Website.

3.6 “Banners” and “Text Links” means the graphical artwork or text that includes Trackers and feeds (RSS) that are made available by us in the Affiliate Area and that you may use to connect Players to Services from your website (or other electronic method).

3.7 “Brand(s)” means any Group or Partner brand used in association with online poker, casino, bingo, backgammon and other online games of skill and/or chance.

3.8 “Earnings Period” means a calendar month. An earnings period is synchronised to coincide directly with the first and last calendar day of each month.

3.9 “Family Member” means any one of the following persons: (i) a spouse; (ii) a partner considered by applicable laws as equivalent to a spouse; (iii) a child; (iv) the spouse or partner of a child; (v) a sibling; (vi) a parent; (vii) a parent in law; (viii) a grandparent; or a (ix) a grandchild.

3.10 “Fraud Traffic” means deposits, Revenues or traffic generated on the Services or within the Affiliate Network through illegal means or any other action committed in bad faith to defraud us, Players, or third parties (as determined by us in our sole discretion), regardless of whether or not it actually causes damage, harm or losses, including without limitation deposits generated on stolen credit cards, collusion, money laundering, manipulation of the Services, Sites or system, abuses of bonuses or other promotional items, creation of false and/or multiple accounts for the purpose of generating Affiliate Earnings, Real Money Players that are in breach of our contractual agreements with them, applicable laws and/or eligibility requirements, and unauthorised use of any third-party accounts, unauthorised use or infringement of the Intellectual Property Rights of us or third parties and any activity that constitutes Fraud Traffic under Clause 8.4.

3.11 “Intellectual Property Rights” means rights to all existing and future patents, trademarks, design rights, service marks, trade dress, trade or business names (including domain names), registered designs, copyright (including rights in computer software), moral rights, database rights, format rights and topography rights, know-how, trade secrets and all rights and forms of protection throughout the world of a similar nature or with similar effect to any of these, whether or not any of these is or are registered and including applications for registration, for the full unexpired period of any such rights and any extensions and/or renewals thereof.

3.12 “Marketing Materials” means Banners, images, photographs, emails, cards, brochures, pamphlets, leaflets, text, web pages, documents, articles, press releases, Text Links, feeds (RSS), and any other marketing materials (that may include Participating Marks) that have been provided or otherwise made available to you by us and/or pre-approved by us, for the sole purpose of marketing the Sites and Services to potential Real Money Players in accordance with the terms of this Agreement.

3.13 “Participating Marks” means Mainstreet, Mainstreet Gaming, Mainstreet Group, Mainstreet Vegas Group, Sun Palace Casino, SlotsPlus, Vegas Casino Online, Las Vegas USA Casino, and any other trademark, service mark, logo, mark, domain name or trade name that is owned by, and/or used by the Group, or our Partners, as the case may be, whether or not any of these is or are registered and including applications for registration.

3.14 “Partners” means any of our clients, licensees, or other business associations that participate in the Affiliate Network, provided that nothing in this Agreement shall be construed so as to constitute the Group as an agent of its Partners, or the Group and any of its partners as a partnership.

3.15 “Player(s)” means a person using any products or services on the Sites that has a Player Account, whether attached to your Tracker or not.

3.16 “Player Account” means account that is created for a Player when he/she successfully registers for Services via a Tracker.

3.17 “Promotion Code” means a unique alphanumeric code that can be entered by potential Real Money Players at the time of registration that, like a Tracker, is used to associate a Player to an Affiliate. Promotion codes override any tracking cookies that may have alternative tracking identifiers.

3.18 “Real Money Player(s)” means any person who is attached to your Tracker (or if applicable, your Sub-Affiliate´s Tracker) who: (i) has not been a Player with us before; (ii) is not located in a Restricted Territory; (iii) is accepted as a Player under any applicable sign up or identity verification procedures which we may require; (iv) has adequately fulfilled any other qualification criteria that we may introduce from time to time; and (v) who has accepted our legal terms and conditions for our Players. Notwithstanding any other provisions contained elsewhere in this Agreement, we reserve the right to alter this qualifying criteria at any time by placing notice in the Affiliate Area on the Website and/or e-mailing such notice of change to you.

3.19 “Regulator” means a body or body representative that establishes, monitors, reforms, and enforces regulations and laws in this Agreement’s legislative jurisdiction.

3.20 “Restricted Territories” means the following countries: Costa Rica. Additional restricted territories may be encountered from Brand to Brand, provided that any restrictions or allowances shall be explicitly stated in writing in the Affiliate Area. Notwithstanding Clause 2.2, the list may be updated at any time by virtue of Website notification in the Affiliate Area and/or e-mailing such notice of change to you.

3.21 “Revenue” means all revenues directly received by the Group from the use of the Services by Real Money Players, including revenues received by the Group from: the total amount of all bets or stakes made by Real Money Players and the price of all chances sold to Real Money Players less the value of all winnings and prizes due and payable to Real Money Players from; (ii) prize draws; (iii) prize competitions; and/or (iv) entrance fees. Revenue does not include: transactions using bonus funds or portions of a transaction that use bonus funds; or transactions that result from funds that have been repealed, contested, or “charged back”.

3.22 “Services” means any product or service offered to Players, by the Group or its Partners, on the Sites.

3.23 “Sites” means websites and any other online site or platform that are owned, operated or controlled by or on behalf of us or our Partners from time to time and each of its related pages, through which a Player opens a Player Account and/or accesses Services.

3.24 “Software” means the software we make available online for the purpose of providing the Services.

3.25 “Spam” means any unsolicited or unauthorised email, letter, or any other electronic or physical communication you send that markets, promotes or that otherwise refers to us or our Partners, the Sites or Services from time to time, or that contains any Marketing Materials, Participating Marks or Trackers and that are in violation of the terms of this Agreement.

3.26 “Sub-Affiliate” means another Affiliate that you have referred to (and that has successfully joined) our Affiliate Network in accordance with the terms of this Agreement.

3.27 “Sub-Affiliate Earnings” means the Affiliate Earnings payable to any Sub-Affiliate. 3.28 “Term” means the period from the date that you accept the terms of this Agreement by indicating such acceptance on the Affiliate Sign-up Form, until such date that this Agreement either expires or is terminated in accordance with its terms.

3.29 “Tracker” means the unique Tracking URL or Promotion Code that we provide exclusively to you, through which we track the activities of Real Money Players and calculate Affiliate Earnings.

3.30 “Tracking Cookie” means the unique browser cookie set on a potential Player’s computer when they use a Tracker. It identifies you (the assigned Affiliate) and the targeted Site you are promoting, forming the basis by which we can identify you as the assigned Affiliate at the time of Player registration. The cookie has no expiration date unless it is overridden or deleted by the Player or potential Player, or deactivated by the Group in accordance with the terms of this Agreement.

3.31 “Tracking URL” means a unique hyperlink or other linking tool for referencing the Sites or Services through which you refer potential Real Money Players to play within the Affiliate Network. When a Player that you refer to the Affiliate Network opens their Player Account, our system automatically logs the Tracking URL and records you as the Affiliate.

3.32 “Website(s)” means the Affiliate Network website located at the URL (or alternate URL which may be replaced by us from time to time), and such other web addresses including RSS feeds that are owned, operated or controlled by or on behalf of us from time to time and that make available such website, and each of its related web-pages.

3.33 Where used in this Agreement, references to:

(a) “you”, “your” and/or “Affiliate” mean the individual or entity that applied as the “BENEFICIARY” for payment purposes on our Affiliate Sign-up Form; and

(b) “we”, “our”, “us”, and/or “Group” means Park Lane Services Limited a company registered in United Kingdom whose registered office is 35 Vine Street, London, United Kingdom EC3N 2AA. We reserve the right to change this as a result of any future Group restructurings and/or assignments.

4. Confidential Information

4.1 Sensitive Information

During the Term, we may disclose to you confidential information (“Confidential Information”) relating to our business, operations, Partners, underlying technology or Software, and/or the Affiliate Network (including, for example, and without limitation, Affiliate Earnings earned by you). You shall not disclose or permit unauthorised use of any Confidential Information to third persons without our prior written consent and you will use the Confidential Information only for purposes necessary to fulfil your obligations under this Agreement. Your obligations with respect to Confidential Information shall survive any termination of this Agreement.

4.2 Software

The Software is owned by the Group or its licensors. You are strictly prohibited from, and agree not to modify, adapt, translate, reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the Software or any part of it or to create, publish or distribute derivative works from the Software. You agree that the Software will not be shipped, transferred or exported into any country or used in any manner prohibited by any applicable laws, restrictions or regulations.

4.3 InformationSharing

If necessary, we reserve the right to inform a Real Money Player that they are associated with an Affiliate.

4.4 Compliance

Where required for compliance and regulatory requirements and/or by applicable laws, nothing in this Agreement shall prohibit or restrict us from reporting your details to any applicable Regulator.

5. Terms & Conditions

5.1 Referring to Our Brands and Sites

By agreeing to participate in our Affiliate Network, you are agreeing to create and maintain Trackers to Brands or Sites that are part of the Affiliate Network.

5.2 Rights to Real Money Players

You agree to relinquish any exclusivity, rights, claims, and ownership to Real Money Players once referred to any Brand that is part of our Affiliate Network. We shall pay Affiliate Earnings to you for such Real Money Players in accordance with the Affiliate Earnings structure outlined in Clause 7.

5.3 Spamming

You are strictly prohibited from sending any Spam. Should we discover that you have engaged, are engaging, or are planning to engage in any form of Spam, we will contact you via either email or phone to communicate an official warning. Failure to comply or make reasonable attempts to comply with the official warning in seven (7) days will result in outright forfeiture of your Affiliate Earnings and this Agreement shall be terminated immediately without further recourse and you agree to release the Group from all liability and claims thereafter.

5.4 Participating Marks and Domain Names

You acknowledge that the Group and/or its Partners own all Intellectual Property Rights in any and all of the Marketing Materials, Services, Sites and Participating Marks. Any use by you of any trademark, service mark, logo, domain name or trade name that contains, is confusingly similar to, or is comprised of any Participating Mark without our prior written consent shall be deemed to be unauthorized and constitutes Fraud Traffic. By way of example, but without limitation, YOU MAY NOT REGISTER A DOMAIN NAME THAT INCLUDES ANY PARTICIPATING MARKS (OR PORTION OR VARIATION THEREOF) OR MARKS CONFUSINGLY SIMILAR TO PARTICIPATING MARKS. You agree that all use by you of Participating Marks including any use of a domain name that includes Participating Marks or marks confusingly similar to Participating Marks inures to our sole benefit and that you will not obtain any rights in Participating Marks as a result of such use. You shall not register or attempt to register any trademarks or names that contain, are confusingly similar to or are comprised of Participating Marks. You hereby agree to transfer and assign any domain names or trademark application or registrations in respect of Participating Marks or marks confusingly similar to Participating Marks you may hold or control to us upon demand. You shall not purchase or register keywords, search terms or other identifiers for use in any search engine, portal, sponsored advertising service or other search or referral service that are identical or similar to Participating Marks.

5.5 Trade


5.6 Transfer

Affiliates wishing to transfer an Affiliate Account to another Account owner must receive our permission in writing.

5.7 Good Faith

You will not knowingly benefit from known or suspected Fraud Traffic not generated in good faith whether or not it actually causes us damage, harm or losses. We reserve the right to retain all amounts otherwise due to you under this Agreement if we have reasonable cause to believe that such Fraud Traffic has been caused with your knowledge. Even if you have not knowingly generated such Fraud Traffic, we reserve the right to withhold Affiliate Earnings with respect to such Fraud Traffic.

5.8 Responsibility for Your Website

You will be solely responsible for the development, operation, and maintenance of your own website and for all materials that appear on your website. For example, you will be solely responsible for ensuring that materials posted on your Website are not libellous or otherwise illegal. We disclaim all liability for these matters. Further, you will indemnify and hold us harmless from all claims, damages, and expenses (including, without limitation, legal fees) arising directly or indirectly out of the development, operation, maintenance, and contents of your Website.

5.9 Cross-Promotion

The Group shall not, in any way, promote Affiliates.

5.10 License to Use Participating Marks

We hereby grant to you a non-exclusive, non-transferable licence, during the Term, to use the Participating Marks solely in connection with the display of the Marketing Materials on your website or offline activities (provided that only Marketing Materials that are specifically designated for offline activities by the Group are permitted to be used offline), so long as the use by you is in accordance with the trademark usage standards set by us from time to time. This licence cannot be sub-licensed, assigned or otherwise transferred by you. Your right to use the Participating Marks is limited to and arises only out of this licence. You agree not to contest the validity, enforceability, or ownership of the Participating Marks in any action or proceeding of whatever kind or nature, and shall not take any action that may prejudice our rights in the Participating Marks, render the same generic, or otherwise weaken their validity or diminish their associated goodwill. You must notify us immediately if you become aware of the misuse, infringement or misappropriation of the Participating Marks by any third party. You shall retain any copyright, trademark and other proprietary notices in any Marketing Materials. You will cooperate with, lend such assistance to and provide relevant documents to us, as requested by us from time to time, in connection with any infringement actions taken or to be taken with respect to any of the Participating Marks. We shall be entitled to inspect your website and your use of the Marketing Materials for the purpose of ensuring that the Participating Marks are used in accordance with the trade-mark usage standards set by us and that you are not in default of any of its covenants or obligations. You agrees that the Group will be the sole judge of whether the Participating Marks are being used in accordance with the trade-mark usage standards set by us, and further agrees that upon receipt of written notice from us that your use of the Participating Marks and Marketing Materials is not in accordance with our trade-mark usage standards, you will promptly but in any event within fifteen (15) days make adjustments to your use of the Participating Marks and Marketing Materials so that it is in compliance with our standards.

5.11 Marketing Responsibilities

You shall market to, refer and direct potential Real Money Players to the Sites and Services in accordance with this Agreement. You will be solely liable for the content and manner of such marketing and referral activities. All such marketing activities must be professional, proper and lawful under applicable rules, regulations or laws (including any laws in relation to the content and nature of any advertising or marketing) and shall otherwise comply with the terms of this Agreement. You agree to use only our approved Marketing Materials without any changes, modification or alteration.

5.12 Restrictions on Marketing Activities

You shall not yourself, nor shall you authorise, assist or encourage any third party to:

5.12.1 Place Marketing Materials on any online site or other medium where the content and/or material on such website or medium is potentially libellous, malicious, discriminatory, obscene, unlawful, sexually explicit, pornographic or violent or that is, in our sole discretion otherwise unsuitable. If you are unsure about the propriety of such content, contact for clarification in writing.

5.12.2 Develop and/or implement marketing and/or public relations strategies that have as their direct or indirect objective the targeting of marketing of us, our Partners, Sites, Services and/or the Website to any persons who are less than 18 years of age (or such higher age as may apply in the jurisdiction that you are targeting), regardless of the age of majority in the location where you are marketing.

5.12.3 Use Marketing Materials in a manner that may potentially confuse a Player or potential Player.

5.12.4 Place Marketing Materials on any online site or other medium where the content and/or material on such online site or medium:

(a) Infringes any third party’s Intellectual Property Rights;
(b) Copies or resembles any of the Sites in whole or in part;
(c) Disparages us or our Partners or otherwise damages our or our Partners’ goodwill or reputation in any way; or
(d) Frames any page of the Sites in whole or in part.

5.12.5 Read, intercept, modify, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to us (including without limitation any Player Account registration form) or our Partners by any other person, including any Player.

5.12.6 Alter, redirect or in any way interfere with the operation or accessibility of the Sites, Services, Website or any page thereof.

5.12.7 Register as a Player on behalf of any third party, or authorize or assist (other than promoting the Sites and Services in accordance with this Agreement) any other person to register as a Player.

5.12.8 Offer any so-called rake-back schemes or other schemes that offer or allow a proportion of the Player’s revenue contribution to be returned to the Player in any form, or otherwise offer to pay any Player a portion of your Affiliate Earnings.

5.12.9 Take any action that could reasonably cause any Player confusion as to our relationship with you or any Player, or as to the ownership or operation of the Sites or Services.

5.12.10 Post, serve or publish any marketing materials, advertisements, communications or promotional content (whether promoting the Sites, Services or Participating Marks or otherwise) around or in conjunction with the display of the Sites and/or any part or page thereof (for example and without limitation through any “framing” technique or technology or pop-up windows or pop-under windows or interstitials).

5.12.11 use, print, display, mark or place the Participating Marks in any manner on or with any goods, services, advertisements or publications other than the Marketing Materials;

5.12.12 Cause any of the Sites (or any parts or pages thereof) to open in a visitor’s browser or anywhere else used for accessing Services other than as a result of the visitor clicking on Banners or Text Links contained in or as part of any Marketing Materials.

5.12.13 Attempt to intercept or redirect (including via user-installed software) traffic from or on any Site.

5.12.14 Use any means to promote any of the Sites that resemble in any way the look and/or feel of any of the Sites whether in whole or in part, or utilise any such means or site to create the impression that such sites are the Sites (or any part of the Sites).

5.12.15 Attempt to communicate to Players whether directly or indirectly on the Sites to solicit them to move to any online site not owned by us or our Partners or for other purposes, offer or promote any offers, products and services (whether yours or a third party’s) other than our Services, Sites and Brands, without our prior approval including but not limited to via email, chat boards, or Spam.

5.12.16 Attempt to market or promote any Services or Sites within Restricted Territories; to attempt to circumvent any restriction which we have put in place to prevent players from Restricted Territories from signing up as Real Money Players; or attempt to disguise the geographical location of a Player. Make any claims or representations, or provide any warranties, in connection with the Sites, Services, Affiliate Network, us or our Partners.

5.12.17 Bind us or our Partners to any legal obligations to Players or third parties. If we determine, in our sole discretion, that you have engaged in any of the foregoing activities, we may (without limiting any other rights or remedies available to us) withhold any Affiliate Earnings and/or terminate this Agreement immediately without further recourse and you agree to release the Group from all liability and claims thereafter.

5.13 Assignment

Except where you have received our prior written consent, you may not assign at law or in equity (including by way of a charge or declaration of trust), sub-license or deal in any other manner with this Agreement or any rights under this Agreement, or sub-contract any or all of your obligations under this Agreement, or purport to do any of the same. Any purported assignment in breach of this Clause shall confer no rights on the purported assignee.

5.14 Commercial Use Only

This marketing opportunity is for commercial use only. You shall not register as a Player or make deposits to any Player Account (directly or indirectly) through your Tracker(s) (or any Sub-Affiliate’s Tracker(s)) for your own personal use and/or the use of your Family Members, friends, employees, agents or advisors, or otherwise attempt to artificially increase the Affiliate Earnings payable to you or to defraud us. Violation of this provision shall be deemed to be Fraud Traffic.

5.15 Sub-Affiliates You may refer other persons to us so that they may also apply to join our Affiliate Network. If any such person successfully joins our Affiliate Network, we will pay you in respect of the activities of such Sub-Affiliate, provided that you register them through the “Register Sub-Affiliate” function within the Affiliate Area of the Website. You will only receive credit for Sub-Affiliates that comply with all applicable terms of this Agreement. Any person registered as an Affiliate cannot subsequently be reclassified as a Sub-Affiliate. You shall not:

(i) Register yourself or any related, affiliated, controlled or any other person not at arm’s length with you as your own Sub-Affiliate;

(ii) Use fictitious or alias names for the registration of Sub-Affiliates

Offer any type of enticement of money, other monetary value or otherwise to potential Sub-Affiliates unless such enticements are approved in writing by us, including any rake-back or other schemes where a proportion of the Player’s contribution to revenue is returned to the Player in any form, or offer to pay any potential Sub-Affiliate a portion of your Affiliate Earnings

Attempt to introduce any addition or variation to our terms and Agreement in relation to any potential Sub-Affiliate

Receive payment on behalf of your Sub-Affiliate(s) and for the avoidance of doubt, the payment and contractual relationship in regard to the Affiliate Network shall be directly between the Sub-Affiliate and us.

6. Tracking

6.1 Tracking Cookie Placement

Potential players clicking a Tracking URL will be directed to the Affiliate Network where (i) you, as the Affiliate, are identified; and (ii) the Site you are promoting is identified. This is set in a Tracking Cookie on the potential Player’s computer until it is explicitly deleted by the potential Player or it is overridden. There is no expiry date on Tracking Cookies, thought it can be deactivated by the Group in accordance with the terms of this Agreement.

6.2 Use of the Tracking Cookie

At the time of registration, the Player’s Tracking Cookie shall be read. If (i) an eligible Affiliate is identified; and (ii) the Site where the Player is registering is the intended promoting site for that Tracker, the Player Account shall be linked to that Affiliate and will be used to calculate Affiliate Earnings. Tracking Cookies created for a specific Site are not eligible for use by other Sites of a similar nature on the Affiliate Network. By way of example, but not limitation, if a Player clicks on a Tracker for Site “A”, has a Tracking Cookie set, but then registers for Site “B” on our Affiliate Network, the Player shall not be linked to that Affiliate as the Tracker was promoting only Site “A”.

6.3 Player Linking

Real Money Players are bound to Affiliates at the time of opening their Player Account. With the exception of specific terms under this Agreement that may require this to change during the course of operation, this is expected to be maintained for the duration of all their lifetime play.

7. Affiliate Earnings Structure

7.1 Real Money Player Revenue Share

During the Term, you are entitled to receive Affiliate Earnings in the amount of 40% of Revenue generated by Real Money Players that use Services offered on the Sites.

7.2 Sub-Affiliate Revenue Share

During the Term, you are entitled to 5% of Revenue received by the Group from Real Money Players referred by your Sub-Affiliates. This shall not affect Sub-Affiliate Earnings, as the 5% is paid by the Group to the Affiliate on top of the Sub-Affiliate Earnings and not by way of a cut or share of the Sub-Affiliate Earnings. By way of example, but without limitation, a Sub-Affiliate whose Real Money Players generate 10,000.00 in Revenue would earn 4,000.00 according to the conditions set in Clause 7.1. The parent Affiliate would earn an additional 5% of the Revenue (500.00) due to the Sub-Affiliate whose Earnings would remain unaffected. Notwithstanding Sub-Affiliates, you shall have no claim to Affiliate Earnings or any other compensation arising from business secured by or through persons other than you.

7.3 Credit

Affiliates are not eligible for any type of credit from the Group.

7.4 No Negative Carry-Over

Certain Brands and Services, including, but not limited to casino, are subject to house losses which would result in negative Affiliate Earnings. However, we have decided not to carry forward negative balances (equivalent to increasing the effective commission rate to affiliates).


Management explicitly reserves the right to reinstate negative carry-over if it so chooses.

7.5 Earning Currency

All Affiliate Earnings are accrued in USD (US Dollars). To prevent any foreign exchange volatility that would place Affiliate Earnings in flux (depending on the daily exchange rates), Affiliate Earnings are calculated on a transactional basis whereby any conversion, if applicable, would be subject to the foreign exchange mid-rate in effect and relied on by the Group at that time.

8. Payments

8.1 Eligibility

You are eligible for payment of Affiliate Earnings from the Group (a) when the total of your positive Affiliate Earnings are equal to or exceed USD 50.00, (b) if you have held your Affiliate Account for at least 30 days.

8.2 Payment Requests

Payments for Affiliate Earnings are made automatically by the Group provided that you are eligible, in accordance with Clause 8.1.

8.3 Amounts /No Bundling

Payments shall consist of the aggregate amount of all POSITIVE Brand-specific Affiliate Earnings. By way of example, but not limited to, if Brand A has Affiliate Earnings of 500.00, Brand B has Affiliate Earnings of 250.00, and Brand C has Affiliate Earnings of -300.00, an Affiliate would be paid 750.00.

Management explicitly reserves the right to reinstate bundling if it so chooses.

8.4 Holdback of Affiliate Earnings for Fraud Traffic

The Group has a zero tolerance policy towards inappropriate play and fraudulent activity. In the event that, in our sole discretion, we suspect any Fraud Traffic, then we may delay payment of the Affiliate Earnings to you while we investigate and verify the relevant transactions. We are not obligated to pay Affiliate Earnings in respect of Real Money Players who, in our sole discretion, are not verifiably who they claim to be or are otherwise involved with Fraud Traffic. In the event that we determine any activity to constitute Fraud Traffic, or to otherwise be in contravention of this Agreement, then in our sole discretion we may, without limiting our other rights and remedies, (i) void and withhold any or all winnings made by a Real Money Player or group of persons, (ii) recalculate the Affiliate Earnings in light of such suspected Fraud Traffic and/or (iii) void and withhold (and shall forfeit) your Affiliate Earnings in respect of Fraud Traffic.

8.5 Method of Payment

All payments to you will be due and payable in US Dollars or such other currency as we will determine, regardless of the currency any Players assigned to your Tracker may have played in. Payment will be made by cheque, wire transfer, or any other method as we in our sole discretion decide; however, we will use commercially reasonable endeavours to accommodate your preferred payment method. Charges for wire transfers, courier charges for cheques, or any other third party charges that we incur to accommodate your preferred payment method will be covered by you and deducted from your Affiliate Earnings. For the avoidance of doubt, we have no liability to pay any third party fees, currency conversion charges or any charges associated with the transfer of monies to or from your Affiliate Account.

8.6 Disputes

If you disagree with our calculations of the amount of Affiliate Earnings payable, immediately send us written notice of your dispute. Dispute notices must be received within thirty (30) days of the end of the Earnings Period in dispute or your right to dispute such calculations or amount will be deemed waived and you shall have no claims against us in such regard. Without limiting the generality of the foregoing, your deposit of a payment cheque received from the Group, acceptance of a payment wire transfer initiated by us, or any other acceptance by you of a payment of Affiliate Earnings that you receive from us will be deemed to constitute full, final and irrevocable agreement and settlement of the amount of Affiliate Earnings due for the relevant Earnings Period(s). Notwithstanding the foregoing, if any overpayment is made by us in the calculation of your Affiliate Earnings, we reserve the right to correct such calculation at any time and to reclaim from you any overpayment made by us to you (by way of set off pursuant to Clause 11.5 or otherwise).

8.7 Time of Payment

We endeavour to pay earnings as quickly as is reasonably possible at the start of each calendar month, generally arriving within approximately seven (7) days of the start of that calendar month. We may impose reasonable restrictions on amounts that can be cashed out of your Affiliate Account for administrative convenience and/or to protect the security of your Affiliate Account.

8.8 Player Tracking

You understand and agree that potential Real Money Players must link through using your Tracker or use your Promotion Code in order for you to receive Affiliate Earnings. In no event are we liable for your failure to use Trackers or for any potential Real Money Player’s failure to enter valid Promotion Codes properly. You acknowledge and agree that your Affiliate Earnings are solely based on the information collected in our Affiliate Network system, which relies on the Trackers and Promotion Codes to connect a Real Money Player with you. Notwithstanding any other provision herein, we may at any time and in our sole discretion alter our tracking system and reporting format.

8.9 Money Laundering & Compliance Procedures

You shall comply with all applicable laws and any policy(s) that may be notified by us through the Affiliate Network, Website, Sites or otherwise in relation to money laundering and/or the proceeds of crime.

8.10 Taxation

All taxes due or arising in connection with any payments to you are your sole liability. You are responsible for complying with applicable laws and rules for registering for and paying income tax and similar taxes in respect of your Earnings from this Agreement and for collecting and paying the income tax and social security contributions in respect of your staff, if you have any staff. If Value Added Tax (VAT) or any other sales tax or turnover tax is chargeable, you are responsible for complying with applicable laws and rules for registering for the tax and collecting and paying tax in the country where the services are provided and you acknowledge that the payments that you receive shall be deemed to include all VAT or sales tax or turnover tax.

8.11 Transfers

Affiliate Earnings shall only be paid directly to you by the Group, and may not be transferred or assigned by you to any Players or other Affiliates.

9. Reports

We will track and report Real Money Player activity for purposes of calculating your Affiliate Earnings. The form, content and frequency of the reports may vary from time to time in our sole discretion. Generally, your reports will contain information indicating the number of new Real Money Players that have signed up during the period specified per Tracker per Brand and/or the total Affiliate Earnings per Brand after any deductions or set offs that we are entitled to make under this Agreement. In addition, daily reports may be available online for you to view new Real Money Players per Tracker per Brand and their respective activity. We hereby exclude any and all liability for the accuracy or completeness of any such reports.

10. Term, Termination, and Consequences

10.1 Term and Termination

This Agreement will take effect when you indicate your acceptance of these terms and conditions on the Affiliate Sign-Up Form and shall continue until terminated in accordance with the terms of this Agreement.

10.2 Termination by

You You may terminate this Agreement, with or without cause, immediately upon written notice to us that you may send by email marked “Termination” to For the avoidance of doubt, termination of the Agreement will end your participation in the Affiliate Network as a whole. You may not terminate any Site or Brand in isolation. In the event that terminate this Agreement, you must submit a request to us to withdraw all monies in your Affiliate Account within thirty (30) days of sending the above-mentioned termination email. If you do not submit your request to withdraw such monies to us within such 30 day period, then the monies left in your Affiliate Account shall be deemed to be forfeited by you, and shall revert to us and/or our Partners.

10.3 Termination by Us

We may terminate this Agreement , without cause at any time, immediately upon written notice to you that we may send by email to such email address you have provided to us or by fax to such fax number you may have provided to us. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WE MAY TERMINATE THIS AGREEMENT, WITHHOLD YOUR AFFILIATE ACCOUNT BALANCE, SUSPEND YOUR AFFILIATE ACCOUNT, AND RECOVER FROM SUCH AFFILIATE ACCOUNT THE AMOUNT OF ANY AFFECTED EARNINGS IF:

(a) you are in material breach of this Agreement; and/or

(b) the Group becomes aware that you have used or attempted to use the Services for the purposes of fraud, collusion, money laundering, or unlawful or improper activity.

10.4 Termination of Specific Trackers

Without terminating this Agreement, we may terminate any specific Trackers, with or without cause at any time, immediately upon written notice to you that we may send by email to such email address you have provided to us or by fax to such fax number you may have provided to us. If we terminate a specific Tracker, you will no longer receive any Affiliate Earnings through that Tracker; however, your remaining Trackers will not be affected.

10.5 Suspension by Us

In any circumstance where we are entitled to terminate this Agreement or terminate any specific Tracker, we may at our sole discretion and without prejudice to our further rights and remedies, suspend the Agreement or any specific Tracker. During the period of any suspension, we may withhold the payment of any Affiliate Earnings that relate to any affected Trackers. Payment of any withheld Affiliate Earnings will be made to you on the lifting of the suspension, subject to any Fraud Traffic pursuant to Clause 8.4.

10.6 Effect of Termination / Consequences

The following will apply in the case of any termination of this Agreement:

(a) You shall stop promoting the Sites, Services, Affiliate Network, Brands, Group or Partners and all rights and licenses granted to you under this Agreement will terminate immediately.

(b) You shall return all Confidential Information and Marketing Materials to us, and cease use of any of Participating Marks.

(c) We may leave open, redirect or deactivate any Trackers in our sole discretion without any obligation to pay you for Players who subsequently become Real Money Players.

(d) Provided that we have paid or do pay to you such Affiliate Earnings that are due and accrued up to the date of termination and that shall be subject to any rights we have to make deductions hereunder, we will have no further liability to pay you any further sums or Affiliate Earnings.

(e) Clauses 2, 3, 4, 5.7, 5.8, 7.4, 8.4, 10, 11, 12, 13, and such other provisions as are necessary for the interpretation or enforcement of this Agreement shall survive any termination or expiry of this Agreement.

11. Disclaimers and Limitation of Liability

11.1 Disclaimer


11.2 Indemnity

You shall defend, indemnify, and hold the Group, and our respective directors, officers, employees and representatives harmless from and against any and all claims, proceedings, demands, liabilities, losses, damages and costs, including without limitation legal fees, resulting from, arising out of, or in any way connected with (a) any breach by you of any warranty, representation or term contained in this Agreement, (b) the performance of your duties and obligations under this Agreement, (c) your negligence, (d) Fraud Traffic attributable to you or your Real Money Players or (e) any injury caused directly or indirectly by your negligent or intentional acts or omissions, or the unauthorised use by you of the Affiliate Area, Sites, Services, Participating Marks, Marketing Materials and the Affiliate Network.

11.3 Reduction of Fraud

We may, in our sole discretion, use any available means to block, restrict, remove or discount from your Tracker(s) certain Real Money Players, deposits or play patterns or reject the applications of potential Real Money Players and/or Affiliates so as to reduce the number of fraudulent transactions or for any reason. We do not guarantee, represent or warrant the consistent application and/or success of any fraud prevention efforts.

11.4 Liability Limitation

Our obligations under this Agreement do not constitute personal obligations of the shareholders, owners, directors, officers, agents, employees, vendors or suppliers of the Group, Sites or Services. In no event will we be liable for any direct, indirect, special, incidental, consequential or punitive loss, injury or damage 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 maximum aggregate liability arising under this Agreement, whether in contract, tort (including negligence) or for breach of statutory duty or in any other way shall only be for direct damages and shall not exceed the Affiliate Earnings generated and payable to you in relation to the Sites that the dispute relates to over the six (6) month period directly preceding the date that the event giving rise to the liability arises. However, nothing in this Agreement will 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.

11.5 Set Off

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 payable by us to you hereunder, against any liability of you to us, including any claims we have against you resulting from or arising from, your breach of this Agreement.

12. Independent Investigation

12.1 Independent Investigation


12.2 Independent Research


13. Miscellaneous

13.1 Notices

All notices pertaining to this Agreement will be given by email as follows: to you at the email address provided by you on the Affiliate Sign-Up Form (or as subsequently updated by you to us in the event of change), and to us; to Any notice sent by email shall be deemed received on the earlier of an acknowledgement being sent or twenty-four (24) hours from the time of transmission.

13.2 Relationship of Parties

There is no relationship of exclusivity, partnership, joint venture, employment, agency or franchise between you and us under this Agreement. Neither party has the authority to bind the other (including the making of any representation, warranty or conditions, the assumption of any obligation or liability and/or the exercise of any right or power), except as expressly provided in this Agreement.

13.3 Non-Exclusive

The rights that we have granted to you hereunder are non-exclusive in nature. You understand that we may at any time (directly or indirectly), enter into marketing terms with other Affiliates on the same or different terms as those provided to you in this Agreement and that such Affiliates may be similar, and even competitive, to you. You understand that we may re-direct traffic, users and Players from any of the Sites to any other online site that we deem appropriate in our sole discretion, without any additional compensation to you.

13.4 Press

You may not issue any press release or other communication to the public (other than the marketing and promotion that is specifically authorised under the terms of this Agreement) with respect to the Group, Sites, Services, Brands, Partners, Website, this Agreement, Participating Marks or your participation in this Affiliate Network without our prior written consent, except as required by law or by any legal or regulatory authority.

13.5 Assignment

Except where you have received our prior written consent, you may not assign at law or in equity (including by way of a charge or declaration of trust), sub-license or deal in any other manner with this Agreement or any rights under this Agreement, or sub-contract any or all of your obligations under this Agreement, or purport to do any of the same. Any purported assignment in breach of this Clause shall confer no rights on the purported assignee.

13.6 Governing Law

This Agreement (including any variation or modification thereto) shall be deemed executed in the United Kingdom and shall be governed by and construed in accordance with the laws of the United Kingdom without giving effect to conflicts of law principles. You irrevocably agree that, subject as provided below, the courts of the United Kingdom shall have exclusive jurisdiction to determine any claim, dispute or matter arising out of, or in connection with, or concerning this Agreement or its enforceability and you waive any objection to proceedings in such courts on the grounds of venue or on the grounds that proceedings have been brought in an inconvenient forum. Nothing in this Clause shall limit the right of us to take proceedings against you in any other court of competent jurisdiction, nor shall the taking of proceedings in any one or more jurisdictions preclude the taking of proceedings in any other jurisdictions, whether concurrently or not, to the extent permitted by the law of such other jurisdiction.

13.7 Severability

Whenever possible, each provision of this Agreement will be interpreted 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 will be ineffective only to the extent of such invalidity, or unenforceability, without invalidating the remainder of this Agreement or any other provision hereof.

13.8 Entire Agreement

This Agreement embodies the complete agreement and understanding of the parties hereto with respect to the subject matter hereof and supersedes any prior agreement or understanding between the parties in relation to such subject matter. Unless modified under Clause 2.2 or otherwise approved by our internal legal processes, no modifications, additions, deletions or amendment of this Agreement are permitted or valid. None of our employees or agents has any authority to make or to agree to any alterations or modifications to this Agreement or its terms.

13.9 Third Party Rights

Nothing in this Agreement is intended to, nor shall create any rights enforceable by any third party or person not a party this Agreement and the Contracts (Rights of Third Parties) Act 1999 shall not otherwise apply to this Agreement.

13.10 Non-Waiver

If there is a breach of any provision of this Agreement, it shall not be considered as a waiver of any subsequent breach of the same or any other provision.

13.11 Remedies

Our rights and remedies hereunder shall not be mutually exclusive, that is to say that the exercise of one or more of the provisions of this Agreement shall not preclude the exercise of any other provision. You acknowledge, confirm, and agree that damages may be inadequate for a breach or a threatened breach of this agreement and, in the event of a breach or threatened breach of any provision of this Agreement, we may seek enforcement or compliance by specific performance, injunction, or other equitable remedy. Nothing contained in this Agreement shall limit or affect any of our rights at law, or otherwise, for a breach or threatened breach of any provision of this Agreement, it being the intention of this provision to make clear that our rights shall be enforceable in equity as well as at law or otherwise.

14. Document

Park Lane Services Limited
Last modified 12th February 2009.
Version 1.3