AffiliatesAlgemeneVoorwaarden-HollandPoker

1.1 This Agreement shall govern our relationship with you in relation to the Affiliate Program.

1.2 When you indicate your acceptance of these terms and conditions YOU AGREE TO BE BOUND BY ALL THE TERMS AND CONDITIONS SET OUT IN THIS AGREEMENT (as amended or modified from time to time in accordance with Section 1.3 below).

1.3 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 or (ii) by posting the new version of the Agreement on our Website. Except in the case of modifications relating to fraud prevention or where there is a mistake 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 AFFLIATE NETWORK FOLLOWING SUCH 14 DAY PERIOD WILL BE DEEMED BINDING ACCEPTANCE OF THE MODIFICATION.

1.4 Not withstanding Section 1.3 above, 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 the applicable Payment Plan and this Standard Affiliate Agreement for the duration of such promotion.

1.5 You acknowledge and agree that regulations 9(1) and 9(2) (Information to be provided by electronic means) and 11(1) (placing of the order) of the Electronic Commerce Directive 00/31/EC shall not apply to or have any effect on this Agreement.

2. DEFINITIONS AND INTERPRETATION

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

2.1 Affiliate Cashier Account means the account into which you receive payment from us. All payables are paid into Affiliate Cashier Accounts, unless specifically agreed otherwise.

2.2 "Affiliate Payment Accrual" is the amount due and payable to you, as calculated based solely on our system's data and in accordance with the terms of this Agreement.

2.4 "Banners" and "Text Links" means the graphical artwork or text that includes Tracker IDs and bonus codes and tournament feeds (RSS) that are made available by us and that you may use to connect players to our Services from your website (or other electronic method) or using other marketing materials.

2.5 "Brand" means the "Hollandpoker.com" brand used in association with online poker and other online games of skill and/or chance together with any other brands operated by us from time to time.

2.6 "Electronic Marketing Rules" means our rules for electronic marketing activities, see separate document.

2.7 "Fraud Traffic" means deposits, revenues or traffic generated on the Services 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 deposits generated on stolen credit cards, collusion, manipulation of the service or system, bonuses or other promotional abuse, creation of false accounts for the purpose of generating Affiliate accruals, and unauthorized use of any third-party accounts, copyrights, trademarks and other third-party Intellectual Property Rights (that, for the avoidance of doubt, include our Intellectual Property Rights) and any activity that constitutes Fraud Traffic under Section 3.7 or Section 3.9 below.

2.8 "Group" means our ultimate holding company and any subsidiary companies of our holding company.

2.9 "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 (whether or not any of these is or are registered and including applications for registration), know-how, trade secrets and rights of confidence and all rights and forms of protection throughout the world of a similar nature or with similar effect to any of these for the full unexpired period of any such rights and any extensions and/or renewals thereof.

2.10 "Marketing Materials" means Banners and Text Links and any other marketing materials (that may include Our Marks - see 2.11 below) that have been provided or otherwise made available to you by us and/or pre-approved by us.

2.11 "Minimum Required Deposit" means the minimum amount required to open a Player Account as indicated on the Site, (currently set at US$10). Such deposits must then add up to a cumulative deposit for each player in order to satisfy the qualifying criteria (currently set at US$10). Notwithstanding any other provisions contained elsewhere in this Agreement, we reserve the right to alter the amounts mentioned within this Clause 2.11 at any time by virtue of placing notice on the Site. All amounts are calculated in United States dollars and may be converted into alternative currencies as indicated on Cardozagames.com at a rate determined by us in our sole discretion from time to time.

2.12 "Our Marks" means the words "Holland Poker", "HollandPoker.COM" and/or any logo, mark, domain name or trade name that contains, is confusingly similar to or is comprised of Our Marks or any other name or mark owned from time to time by us or any company within the Group.

2.13 "Holland Poker Points" shall mean the bonus system explained in greater detail on Holland Poker.com.

2.14 "Payment Plan" means the payment plan you have accepted.
2.15 "Player(s)" means any person using any products or services on our Sites whether attached to your Tracker or not;

2.16 "Player Account" means a uniquely assigned account that is created for a Player when he/she successfully registers for the Services via a Tracking URL or Sign-up Bonus Code.

2.17 "Real Money Player(s)" means any person who is attached to your Tracker (or if applicable, your Sub-Affiliates Tracker) who: (i) has not been a Player with us before; (ii) is not located in a Restricted Territory; (iii) who has made the Minimum Required Deposit; (iv) is accepted as a player under any applicable sign up or identity verification procedure which we may require; (v) has accumulated the required number of Holland Poker Points indicated on Holland Poker.com (currently set at 1 Holland Poker Points); and (vi) has adequately fulfilled any other qualification criteria that we may introduce from time to time. Notwithstanding any other provisions contained elsewhere in this Agreement, we reserve the right to alter the above-mentioned qualifying criteria at any time by virtue of placing notice on the Site.

2.18 "Restricted Territories" means those countries listed here - Antigua and Barbuda, Israel, the Philippines, Cyprus, United States, Bulgaria, Malta or Estonia.

2.19 "Services" means any product or service offered to Players on our Sites.

2.20 A "Sign-up Bonus Code" is a unique alphanumeric code that we may make available to you to provide to prospective Players. When entered, the system automatically logs the Sign-up Bonus Codes and records you as the Affiliate in relation to the relevant Player. Further, Sign-up Bonus Codes may automatically be entered/logged by our system with some CDs that we may provide to you and that may be used for installation of our software by any prospective Player.

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

2.22 "Spam" means any email or other electronic communication you send that markets, promotes or that otherwise refers to us, the Site or our Services from time to time, or that contains any Marketing Materials, Our Marks or Trackers and that breaches our Electronic Marketing Rules.

2.23 "Sub-affiliate" means a person that you have referred to (and that has successfully joined) our Affiliate Program in accordance with the terms of this Agreement.

2.24 "Sub-affiliate Accruals" means the Affiliate Accruals due to any Sub-affiliate as set out in their chosen Payment Plan.

2.25 "Term" means the period from the date that you acknowledge and accept the terms of this Agreement by indicating such acceptance, until such time as this Agreement expires or is terminated in accordance with its terms.

2.26 "Tracker(s)" means the unique Tracking URL or Sign-up Bonus Codes that we provide exclusively to you, through which we track Players' and Real Money Players' activities and calculate Affiliate Accruals.

2.27 "Tracking URL" means a unique hyperlink or other linking tool for referencing our Site or Services through which you refer potential Real Money Players. When the relevant Player opens their Player Account, our system automatically logs the Tracking URL and records you as the Affiliate.

2.28 "Website(s)" means Holland Poker.com (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 pages.

2.29 In this Agreement (except where the context otherwise requires):
1. The clause headings are included for convenience only and shall not affect the interpretation of this Agreement;
2. 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 preceding those terms;
3. Any reference to "persons" includes natural persons, firms, partnerships, companies, corporations, associations, organizations, 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);
4. 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.

2.30 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.

3. TERMS & CONDITIONS

3.1 Identity and Disclosure. You shall provide true and complete information to us when completing the Affiliate Sign-up Form and promptly update such information if all or any part of it changes. You shall also provide us with such other information as we may reasonably request from time to time.

3.2 Marketing Activities and Responsibilities. You shall market to and refer potential Real Money Players to the Sites. You will be solely liable for the content and manner of such marketing 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 otherwise comply with the terms of this Agreement. You shall not yourself, nor shall you authorize, assist or encourage any third party to:
3.2.1 Place Marketing Materials on any online site or other medium where the content and/or material on such website or medium is potentially libelous, malicious, discriminatory, obscene, unlawful, sexually explicit, pornographic or violent or that is, in our sole discretion otherwise unsuitable.

3.2.2 Develop and/or implement marketing and/or public relations strategies that have as their direct or indirect objective the targeting of marketing of us 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.

3.2.3 Breach the Electronic Marketing Rules.

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

3.2.5 Place Marketing Materials on any online site or other medium where the content and/or material on such online site or medium:
1. Infringes any third party's Intellectual Property Rights
2. Copies or resembles the Site in whole or in part
3. Disparages us or otherwise damages our goodwill or reputation in any way
4. Frames any page of the Site in whole or in part

3.2.6 Read, intercept, modify, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to us by any other person.

3.2.7 In any way alter, redirect or in any way interfere with the operation or accessibility of the Sites or any page thereof.

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

3.2.9 Offer any so-called rake-back schemes or similar that offer or allow a proportion of the players rake to be returned to the player in any form.

3.2.10 Take any action that could reasonably cause any end-user confusion as to our relationship with you or any third party, or as to the ownership or operation of the site or service on which any functions or transactions are occurring.

3.2.11 Post, serve or publish any advertisements, communications or promotional content promoting the Site, our Services or Our Marks around or in conjunction with the display of the Site 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);

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

3.2.13 Attempt to intercept or redirect (including via user-installed software) traffic from or on any online site or other place that participates in our Affiliate Program;

3.2.14 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, nor utilize any such means or site to create the impression that such sites are the Sites (or any part of the Sites);

3.2.15 Violate the terms of use and any applicable policies of any search engines or the customer feedback facilities of e-tailers; or

3.2.16 Attempt to communicate to Players whether directly or indirectly on our Sites to solicit them to move to any online site not owned by us or for other purposes without our prior approval including but not limited to via email, chat boards, or spamming our tables.

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 Accruals and/or

3.2.17 Attempt to market or promote our Services (or any specified part thereof) or Sites (or specific Site) within territories which are 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 to geographical location of a Player.

3.3 Approved Marketing Materials. In providing the marketing activities referred to in Section 3.2, you shall only use the Marketing Materials. You shall not modify the Marketing Materials or Our Marks in any way without our prior written consent. You shall only use the Marketing Materials in accordance with the terms of this Agreement, any guidelines we provide to you on our Site or otherwise from time to time and any applicable laws. We may charge you for the cost of any CDs and other customized promotional materials provided to you at your request and such costs may be deducted from your Affiliate Accruals. During the term of this Agreement, we grant you a terminable, non-exclusive, non-transferable right to use the Marketing Materials for the sole purpose of fulfilling your obligations under this Agreement.

3.4 Competitive Marketing. You shall not market the Site and/or us or our Services or Our Marks in any way whatsoever, unless such activities are approved in writing by us (i) on any website on which we promote any of the Sites; (ii) on or through any Internet search engine on or through which we promote any of the Sites; and (iii) in any other manner that results in you competing with us in relation to the promotion of any of the Sites or (iv) otherwise where we request that you cease the same.

3.5 Non Assignment. Without prejudice to Section 8.6, you acknowledge and agree that Trackers are for your sole use and you shall not assign or sub-license (as appropriate) the Tracker IDs, Bonus Codes nor any Affiliate Accruals to any third party without our prior written consent.

3.6 Sub-affiliates. You may refer other persons to us so that they may also apply to join our Affiliate Program. If any such person successfully joins our Affiliate Program, we will pay you in respect of the activities of such Sub-affiliate in accordance with the Payment Plan, 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:
1. Register yourself or any person controlled by you as your own Sub-affiliate
2. Use fictitious or alias names for the registration of Sub-affiliates
3. Offer any type of enticement of money or otherwise of monetary value or otherwise to potential Sub-affiliates unless such enticements are approved in writing by us, including any so-called rake-back schemes where a proportion of the players rake is returned to the player in any form
4. Attempt to introduce any addition or variation to our terms in relation to any potential Sub-affiliate
5. 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 Program shall remain between the Sub-affiliate and us.
3.7 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 relatives, friends, employees, agents or advisors, or otherwise attempt to artificially increase the Affiliate Accruals payable to you or to defraud us. Violation of this provision shall be deemed to be Fraud Traffic.

3.8 Player Information. We reserve the right to refuse service to any potential Player and to close the Player Account of any Player, at any time, in our sole discretion. All data relating to the Players shall, as between you and us, remain our exclusive property and you acquire no right to such information except pursuant to our express written instructions.

3.9 Trademarks and Domain Names. You acknowledge that Holland Poker Ltd and/or its affiliates within the Group and licensees, own all Intellectual Property Rights comprised in any and all of the Marketing Materials, our Services, the Site and Our Marks. Any use of any trade mark, domain name or trade name that contains, is confusingly similar to or is comprised of Our Marks (other than in accordance with the terms of this Agreement) without our prior written permission shall be unauthorized and further may constitute Fraud Traffic. By way of example, but without limitation, YOU MAY NOT REGISTER A DOMAIN NAME THAT INCLUDES OUR MARKS OR MARKS CONFUSINGLY SIMILAR TO OUR MARKS. You agree that all use by you of Our Marks including any use of a domain name that includes Our Marks or marks confusingly similar to our Marks inures to our sole benefit and that you will not obtain any rights in Our Marks as a result of such use. You shall not register or attempt to register any trade marks or names that contain, are confusingly similar to or are comprised of Our Marks. You hereby agree to transfer any domain names or trade mark application or registrations in respect of Our Marks or marks confusingly similar to Our Marks you may hold or control to us upon demand. You further agree not to attack or challenge our ownership of and title to Our Marks in any way.

4. REPORTS & PAYMENTS

4.1 Reports. We will track and report Player activity for purposes of calculating your Affiliate Accruals. The form, content and frequency of the reports may vary from time to time in our sole discretion. Generally, you will receive a monthly report with your payment indicating the number of new Real Money Players that signed up that month per Tracker and/or the total amount due to you after any deductions or set offs that we are entitled to make under this Agreement. We hereby exclude any and all liability for the accuracy or completeness of any such reports.

4.2 Affiliate Accruals. Subject to Section 4.4 below, Affiliate Accruals will be paid to you on a calendar month basis in accordance with the Payment Plan after you have completed the registration process and/or where we have activated additional Trackers. We may convert the Payment Plan to any other Payment Plan that we may operate from time to time, at any time, on notice to you.

4.3 Sub-affiliate Accruals. Subject to Section 3.6, you will receive, in accordance with Section 4.4 below, your commission on the Affiliate Accruals due and payable to your Sub-affiliate(s) for Real Money Players they refer to our Sites.

4.4 Minimum Payment and Time of Payment. All Affiliate Accruals generated through your chosen Payment Plan will be paid into your Affiliate Cashier Account within fifteen (15) days of the close of each calendar month. We may impose reasonable restrictions on the frequency and amounts that can be cashed out of your Affiliate Cashier Account for administrative convenience and/or to protect the security of your account. Further, if the amount due is negative in any particular month, then that negative amount will carry over and be deducted against the following month. In the event, the balance carried over does not exceed US $50 within a consecutive three (3) month period, then the amount due will be voided and cancelled, and we have the right to terminate the affiliate agreement in this case.

4.5 Holdover for Fraud Traffic. In the event that, in our sole discretion, we suspect any Fraud Traffic, then we may delay payment of the Affiliate Accruals to you for up to one hundred and eighty (180) days while we investigate and verify the relevant transactions. We are not obligated to pay Affiliate Accruals 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: (i) pay the Affiliate Accruals in full, (ii) recalculate them in light of such suspected Fraud Traffic and/or (iii) forfeit your future Affiliate Accruals in respect of Fraud Traffic (as appropriate).

4.6 Method of Payment. All payments will be due and payable in United States Dollars or such other currency as we will determine. Payment will be made by cheque, wire, ACH or any other method as we in our sole discretion decide; however, we will use reasonable endeavors to accommodate your preferred payment method. Charges for wires or courier charges for cheques will be covered by you and deducted from your Affiliate Accruals. For the avoidance of doubt, we have no liability to pay any currency conversion charges or any charges associated with the transfer of monies to your Affiliate Cashier Account.

4.7 Player Tracking. You understand and agree that potential Real Money Players must link through using your Tracker ID or use your sign-up bonus code in order for you to receive Affiliate Accruals. In no event are we liable for your failure to use Trackers or for potential Real Money Players' failure to properly enter valid Sign-up Bonus Codes. Notwithstanding any other provision herein, we may at any time and in our sole discretion alter our tracking system and reporting format.

4.8 Disputes. If you disagree with the monthly reports or amount payable, do NOT accept payment for such amount and immediately send us written notice of your dispute. Dispute notices must be received within thirty (30) days of our making available your monthly report or your right to dispute such report or payment will be deemed waived and you shall have no claims in such regard. Further, deposit of payment cheque, acceptance of payment transfer or acceptance of other payment from us by you will be deemed full and final settlement of Affiliate Accruals due for the month indicated. Notwithstanding the foregoing, if any overpayment is made in the calculation of your Affiliate Accruals, we reserve the right to correct such calculation at any time and to reclaim from you any overpayment made by us to you.

4.9 Money Laundering. You shall comply with all applicable laws and any policy notified by us through our Site or otherwise in relation to money laundering and/or the proceeds of crime.

5. TERM AND TERMINATION

5.1 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 continue until terminated in accordance with the terms of this Agreement.

5.2 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 affiliates@hollandpoker.com. For the avoidance of doubt, termination of the Agreement will end your participation in the Affiliate Program as a whole. You may not terminate any Site in isolation.

5.3 Termination By Us. We may terminate this Agreement or without terminating this Agreement as a whole, any specific Trackers, without cause at any time, 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. In the event we terminate the Agreement as a whole, we shall be entitled to automatically render any Trackers inoperative. For the avoidance of doubt, on termination of this Agreement you will no longer receive any Affiliate Accruals. If we terminate a specific Tracker, you will no longer receive any Affiliate Accruals through that Tracker; however, your remaining Trackers will not be affected.

5.4 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 Accruals that relate to any affected Trackers. Payment of any withheld Affiliate Accruals will be made to you on the lifting of the suspension.

5.5 Automatic Termination By Us If Your Account Is Inactive. If your Affiliate Cashier Account is inactive, your Agreement and participation in the Affiliate Program will automatically terminate. In this Section, "Inactive" means where (i) you have not generated sufficient Affiliate Accruals to trigger a payment into your Affiliate Cashier Account or you have not cashed out any funds (through a withdrawal or a transfer to a Player's Account) for ninety (90) days or more; or (ii) you have failed to respond to any verification mails sent to you within a reasonable time. Where automatic termination occurs, any funds remaining within your Affiliate Cashier Account will revert to us.

5.6 Effect of Termination. The following will apply where we terminate:
1. You shall stop promoting the Sites and all rights and licenses given to you under this Agreement will terminate immediately.
2. You shall return all confidential information and cease use of any of Our Marks and the Marketing Materials.
3. 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.
4. Provided that we have paid or do pay to you such sums as are due at 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.
5. Sections 2, 3.5, 3.8, 4.5, 5.4, 6, 7 and 8 and such other provisions as are necessary for the interpretation or enforcement of this Agreement shall survive any termination or expiry of this Agreement.

Terms and Conditions