The following is an agreement between the relevant bet365 entity referred to below ("bet365", "us" or "we"), and you ("you"), which contains the terms and conditions that apply to all members of the bet365 partner programme, together with all Marketing Compliance Policies, Partner Guidelines, and any other rules and/or guidelines provided to you by us from time to time ("Agreement").
Until 1st August 2015, wherever you are based, when you introduce Customers (as defined below) to us, you have your contract with and provide your services to, Hillside (Sports) GP Limited. This will continue for most of you.
However, if you are based in Bulgaria, Denmark, Italy, Netherlands, Spain, Sweden, or Mexico, please note that, with effect from 1st August 2015 when you provide partner services and introduce Customers to us, you are contracting with and providing your partner services to Hillside (Marketing Malta) Limited. Any rights and obligations arising from your relationship with bet365 prior to that date have been and will be assumed by Hillside (Marketing Malta) Limited with effect from 1st August 2015. It is understood that Hillside (Marketing Malta) Limited will be procuring and managing your services in its capacity as a manager of marketing services for bet365.
If you are operating in any jurisdiction for which there are separate terms and conditions provided to you by us (“Specific Country Terms”), you shall contract with and provide your services to the bet365 entity referred to therein. In the event of conflict between this Agreement, and the Specific Country Terms, the latter shall prevail.
We will register your Customers and track their transactions. We reserve the right to refuse Customers (or to close or suspend their accounts) if necessary to comply with any requirements we may periodically establish. "Customer" means each of your visitors who, during the term of this Agreement, enters one of the bet365 Websites via any of the Links, and who, (a) registers, and is accepted for an account with us in respect of the relevant bet365 Website for the first time; (b) makes a deposit; and (c) agrees to and complies with all of our terms and conditions, rules, policies, and operating procedures from time to time.
We will track your Customers' bets and plays making available to you a report summarising their activities, which you can access from this site.
Subject to your full compliance with the terms of this Agreement, including (without limitation) clauses 7 and 10, we will pay you Referral Commission in accordance with clauses 5 and 6.
We may modify any of the terms and conditions contained in this Agreement or replace it at any time and in our sole discretion by posting a change notice or a new agreement on our site. Modifications may include, for example, changes in the scope of available Referral Commissions and Partner programme rules. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in our partner programme following our posting of a change notice or new agreement on our site will constitute binding acceptance of the modification or of the new agreement.
You acknowledge and agree that regulations 9(1) and 9(2) (information to be provided by electronic means), 11(1) (placing of the order) of the Electronic Commerce (EC Directive) Regulations 2002 shall not apply to or have any effect on this Agreement.
To become a member of our partner programme you will need to accept these terms and conditions by ticking the box indicating your acceptance and completing and submitting an online application form. The application form will form an integral part of this Agreement. We will in our sole discretion determine whether or not to accept your application and our decision is final and not subject to any right of appeal. We will notify you by email as to whether or not your application has been successful.
We will conduct due diligence and identity verification using public sources and data, and request information and/or documentation from you. You agree to promptly provide all information and/or documentation we reasonably request for such purposes. You agree that we may use this information and/or documentation to satisfy our due diligence and identity verification requirements and that you will promptly provide us with updated information and documentation should it change, or upon our reasonable request.
If we do not receive all reasonably requested information and/or documentation, or we are unable to satisfy our due diligence requirements or identity verification checks, we may suspend or terminate the Agreement immediately and without any liability to you, including for any payment or remuneration accrued or due to you under this Agreement.
The laws of England and Wales will govern this Agreement, without reference to rules governing choice of law. Any action relating to this Agreement must be brought in England and Wales and you irrevocably consent to the jurisdiction of its courts.
You shall not assign, transfer or subcontract all or any of your rights or obligations under this Agreement, by operation of law or otherwise, without our prior written consent. Subject to that restriction, this Agreement will be binding on, inure to the benefit of, and be enforceable against you and us and our respective successors and assigns.
Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement. No modifications, additions, deletions or interlineations of this Agreement are permitted or will be recognised by us. 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.
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, its being the intention of this provision to make clear that our rights shall be enforceable in equity as well as at law or otherwise.
Whenever possible, each provision of this Agreement shall 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 provision hereof. No waiver will be implied from conduct or failure to enforce any rights and must be in writing to be effective.
By agreeing to participate in this partner programme, you are agreeing to create and maintain unique links from your site(s) to the websites, landing pages, and/or digital applications which are owned, operated or branded by the bet365 group (“bet365 Websites”). You may link to us with any of our hyperlinks, banners, articles, with a text link, or other promotional links we make available to you, or which are approved by us, to direct traffic to the bet365 Websites (“Links”).
You may only display the Links on websites or applications owned and/or operated by you or on your behalf which are identified in your partner programme application, or otherwise pre-approved by us in writing (“your site(s)”).
This is the only method by which you may advertise on our behalf.
All bet365 partners are required to refer a minimum of 15 Active Customers within a three month period of joining the programme or otherwise specified by us. Should a partner not reach this requirement we reserve the right to close your partner account without any liability to you (including any accrued payment or remuneration). An Active Customer means a Customer who places stakes or plays with deposited funds on the relevant bet365 Website.
You shall not send any form of direct marketing communications to Customers or potential Customers (including but not limited to email, SMS, push notifications and/or targeted pop ads) or use pop ads which (i) include any of bet365’s Marks (or other intellectual property rights of the bet365 group); or (ii) otherwise intend to promote bet365 Websites or bet365 services, without our explicit prior written consent. If consent is granted, you agree not to send any direct marketing to any self-excluded individual. You must also ensure you have (where applicable) obtained explicit consent from each recipient to receive marketing communications and that they have not opted out of receiving such communication. Marketing communications shall contain appropriate means for the recipient to unsubscribe from future marketing communications. You must also make it clear, to avoid any confusion for the recipient regarding the sender, that all marketing communications are from you and not from bet365. For the avoidance of doubt, if you engage third parties to provide direct marketing communications or use pop ads, you are responsible for ensuring their compliance with these requirements.
We will terminate this Agreement immediately without recourse for you if there is any form of spamming or if you advertise our services in any other way. You shall not make any claims or representations, or give any warranties, in connection with us and you shall have no authority to, and shall not, bind us to any obligations.
You shall also refrain from registering (or applying to register) any domain name similar to any domain name used by or registered in the name of any member of the bet365 group, or any other name that could be understood to designate the bet365 group.
You may 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 and which are identical or similar to any of the bet365 group’s trade marks or otherwise include the word "bet365", “bet365poker”, “bet365casino” or variations thereof, or include metatag keywords on the Partner Site which are identical or similar to any of the bet365 group’s trade marks.
By this Agreement, we grant you the non-exclusive, non-assignable, right to direct Customers to any of the bet365 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 the provision of services arising from your referrals, and we obviously intend to contract with and obtain the assistance of others at any time to perform services of the same or similar nature as yours. You shall have no claim to Referral Commission or other compensation on business secured by or through persons or entities other than you.
You shall only use our approved advertising materials, including banners, editorial columns, creative text, images and logos (“Creative”) and will not alter their appearance nor refer to us in any promotional materials other than those that are available from www.bet365partners.com or otherwise approved by us. The appearance and syntax of our hypertext transfer links are designed and designated by us and constitute the only authorised and permitted representation of the bet365 Websites. In particular, you must not create your own direct links to the promotional materials on any bet365 Website.
Your use of our Links, Creative, Marks, and/or any other content, data or information we provide, or make available to you under this Agreement, including (without limitation), statistics, sporting data and fixture lists, odds and betting figures (“Approved Content”), shall be strictly limited to your proper use under this Agreement and in full compliance with our instructions and guidelines.
You warrant and represent that you (and your affiliated or group entities) shall not use, develop, support or otherwise facilitate the use of any automated systems, devices, scripts, programs, robots, processes (including crawlers, browser plugins and add-ons or any other technology) or software to copy, scrape, and/or extract the whole or any part of the bet365 Websites, any information or data, records or other material on the bet365 Websites (including, but not limited to, results, statistics, sporting data and fixture lists, odds and betting figures, APIs, background technology, software or code), or any other information or data on or contained within or as part of the bet365 Websites and/or its source code (sometimes referred to as ‘screen scraping’ or ‘scraping’) or all or any part of the Approved Content. Furthermore, you and your affiliated or group entities must not override any security feature or bypass or circumvent any access controls or use limits or attempt to override any security feature or bypass or circumvent any access controls or use limits applied to the bet365 Websites or the Approved Content.
If you are granted access to our APIs, including any background technology, software or code, you shall: (a) use our APIs and any data obtained through them solely for the purposes permitted by this Agreement; (b) not copy, translate, reverse engineer, decompile, disassemble, modify, or create derivative works based on our APIs, nor permit any third party to do so; (c) not permit any third party access to our APIs without our prior written consent; and (d) fully comply with all instructions and guidelines issued by us.
No affiliation can be made between your site(s) and any bet365 Website.
We hereby grant to you a non-exclusive, non-transferable licence, during the term of this Agreement, to use our trade name, trade marks, service marks, logos and any other designations, which we may from time to time approve ("Marks") solely in connection with the display of the promotional materials on your site(s). This licence cannot be sub-licensed, assigned or otherwise transferred by you. Your right to use the Marks is limited to and arises only out of this licence. You shall not assert the invalidity, unenforceability, or contest the ownership of the Marks in any action or proceeding of whatever kind or nature, and shall not take any action that may prejudice our rights in the 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 of the Marks by any third party.
During the term of this Agreement, you may be entrusted with confidential information relating to our business, operations, or underlying technology and/or the partner programme (including, for example, Referral Commission earned by you under the partner programme). You agree to avoid disclosure or unauthorised use of any such confidential information to third persons or outside parties unless you have our prior written consent and that you will use the confidential information only for purposes necessary to further the purposes of this Agreement. Your obligations with respect to confidential information shall survive the termination of this Agreement.
Where applicable, for the purposes of the Data Protection Act 2018, and the General Data Protection Regulation, each party remains an independent Data Controller. For the avoidance of doubt no Data Controller / Data Processor relationship or Joint Data Controller relationship is created by this Agreement.
You warrant that you shall at all times comply with the Data Protection Act 2018, the General Data Protection Regulation, and the Privacy and Electronic Communications (EC Directive) Regulations 2003, and/or any other related or similar applicable legislation.
Where, at any time, bet365 shares data with you it is at bet365’s sole discretion, may be subject to separate terms and conditions, and may be declined or ceased at any time. Should you state that you have a data subject’s permission to request their personal data from bet365 then bet365 may require evidence of this in the form of relevant terms and conditions, or specific consent for the sharing.
You shall make it clear to any users of your site(s) that third parties, including us, may be using cookies on the user’s browser or employing web beacons to collect information. You must obtain the user’s informed consent to the use of third party cookies and post a prominent link to a privacy and cookie policy. This policy shall provide detailed information about third party cookies and explain how they can be disabled, for example, by detailing how users can customise cookie settings within their browser (e.g. Internet Explorer, Firefox and Chrome).
You agree to fully and promptly co-operate with us and/or relevant bet365 group entity in the event that we request information from you on your data protection practices.
Failure to comply with your obligations under this clause 3.14 and/or applicable data protection legislation will be cause for the termination of this Agreement with immediate effect.
You must at all times adhere to and act in a manner consistent with the bet365 Partner Marketing Compliance Policies (as applicable), which we will provide to you (via your partner account or by other means we deem appropriate). These policies set out the requirements for communication, advertising and marketing standards for our partners promoting bet365, both generally and in certain territories. The bet365 Partner Marketing Compliance Policies are incorporated herein by reference and shall be adhered to in conjunction with these terms.
We may modify or replace any terms of the bet365 Partner Marketing Compliance Policies at any time and in our sole discretion. We will notify you of any material changes to the bet365 Partner Marketing Compliance Policies which you will be required to agree to. If any change is unacceptable to you, your only recourse is to terminate this Agreement or to cease marketing in that particular territory.
Any actual or suspected breach of the bet365 Partner Marketing Compliance Policies by you will constitute a material breach of this Agreement, and we reserve the right (without incurring any liability to you) to terminate this Agreement without notice to you, and to take any action we deem necessary to protect our legitimate business interests.
Without derogating from any representation, warranty, obligation or other provision in this Agreement, you represent and warrant that:
a. You have the full right, power and authority to enter into, and to perform this Agreement.
b. All information you provide to us in your partner programme application and throughout the term of this Agreement is true and accurate.
c. You will comply with all applicable laws, statutes, regulations, directives, rules, codes of practice and mandatory guidelines imposed by any competent governmental or regulatory authority in performing this Agreement.
d. You will obtain and maintain all necessary licences, approvals and/or consents required to enter into and perform your obligations under this Agreement.
e. Your performance of this Agreement will not (directly or indirectly) infringe any intellectual property rights of the bet365 group or any third party.
All Referral Commission payments will be due and paid in the currency which was selected when your partner account was first set up. Where currency conversion is required, all amounts are converted at the mid-point applying at the time of payment, as published in the Financial Times.
Referral Commission arising from Customer Accounts that are held in currencies other than the partner’s home currency will be converted at the mid-point which applied at the time the Referral Commission was earned.
The term of this Agreement will begin when you are approved as a partner and will be continuous unless and until either party notifies the other in writing that it wishes to terminate the Agreement, in which case this Agreement will be terminated immediately. Termination is at will, with or without reason, by either party. For purposes of notification of termination, delivery via e-mail is considered a written and immediate form of notification.
Without prejudice to any other terms of this Agreement, we reserve the right to terminate this Agreement, and to void or withhold any Referral Commission amounts payable to you if we have reasonable cause to believe you have breached any terms of this Agreement.
Upon termination you must remove all our Creative and disable all Links from your site(s) to all bet365 Websites. All rights and licenses given to you in this Agreement shall immediately terminate. You will return to us any confidential information, and all copies of it in your possession, custody and control and will cease all uses of our Approved Content.
Upon termination, we shall have no liability to pay you any future Referral Commission.
We may terminate this Agreement if we determine (in our sole discretion) that your site is unsuitable. Unsuitable sites include, but are not limited to, those that: are aimed at children, display pornography or other illegal sexual acts, promote violence, promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, promote illegal activities or violate intellectual property rights or breach any relevant advertising regulations or codes of practice.
You shall not open more than one partner account without our prior written consent nor will you earn commission on your own or related person's bet365 account. The programme is intended for professional website publishers only.
We will not be liable for indirect, special, or consequential damages (or any loss of revenue, profits, or data) arising in connection with this Agreement or the partner programme, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the partner programme will not exceed the total Referral Commissions paid or payable to you under this Agreement. Nothing in this Agreement shall be construed to provide any rights, remedies or benefits to any person or entity not a party to this Agreement. Our obligations under this Agreement do not constitute personal obligations of our directors, employees or shareholders. Any liability arising under this Agreement shall be satisfied solely from the Referral Commission generated and is limited to direct damages.
You acknowledge that you have read this Agreement and agree to all its Terms and Conditions. You understand that we may at any time (directly or indirectly) solicit customer referrals on terms that may differ from those contained in this Agreement or operate or contract with websites that are similar to or compete with your site(s). You have independently evaluated the desirability of participating in this partner programme and are not relying on any representation, guarantee, or statement other than as set out in this Agreement.
You shall incorporate and prominently and continually display the most up-to-date Links provided by us on all pages of your Site(s) in a manner and location agreed by us and you shall not alter the form, location or operation of the Links without our prior written consent. You are eligible for Referral Commission based upon your continued promotion of the bet365 Websites. We reserve the right to reduce Referral Commission percentages and/or terminate this Agreement if you reduce your efforts to recruit new Customers. Your reduced or suspended promotion of bet365 Websites will be deemed to represent your termination of this Agreement.
Except for matters relating to due diligence, compliance or any other matter requiring immediate action or acknowledgment by you, you agree to respond to correspondence regarding the performance of this Agreement, sent by us to the contact details registered to your partner account, in a timely manner. We reserve the right to suspend and/or terminate your partner account should you fail to remedy (if remediable) any breach of this obligation within the period specified by us.
At any time where three billing periods have passed and you have not referred a minimum of 15 Active Customers in that period (or as otherwise contractually agreed), your partner programme account will be deemed inactive (“Inactive Account”). A billing period shall mean one calendar month unless otherwise determined by us. We shall be entitled to (a) reduce your Referral Commission, (b) reduce any available balance in your Inactive Account and/or (c) close your Inactive Account in accordance with the process set forth (“Dormancy Process”). We reserve the right to update or make changes to the Dormancy Process at any time.
We shall notify you that your partner programme account is an Inactive Account (“Inactive Account Notice”), and you will have three billing periods to reactivate your account. You can reactivate your Inactive Account by referring a minimum of 15 Customers (or as otherwise contractually agreed) in the three billing periods from receipt of the Inactive Account Notice.
If you fail to reactivate your Inactive Account after three billing periods have elapsed from the date of our Inactive Account Notice, we reserve the right to apply a 50% reduction to your available Inactive Account balance.
We will then send you a second Inactive Account Notice and you will have a further three billing periods to reactivate your Inactive Account by referring a minimum of 15 Customers (or as otherwise contractually agreed) in the three billing periods from receipt of the Inactive Account Notice.
If you fail to reactivate your Inactive Account after six billing periods have elapsed from the date of our initial Inactive Account Notice, we are entitled (without further notice to you) to: (a) reduce the balance of your Inactive Account to nil (b) close your Inactive Account; and (c) de-tag all Customers associated with your Inactive Account (which is irreversible), and you shall not be entitled to receive any future Referral Commission. On closure of your Inactive Account, this Agreement and any related contract will be terminated.
bet365 reserves the right in its sole discretion to exercise its rights under the Dormancy Policy in full or in part.
We and you are independent contractors and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between us. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement, whether on your site(s) or otherwise, that would contradict anything in this Agreement.
You shall defend, indemnify, and hold us, and all other bet365 group entities, along with our and their respective directors, employees and representatives, harmless from and against any and all liabilities, losses, damages and costs, including 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 or (d) any injury caused directly or indirectly by your negligent or intentional acts or omissions, or the unauthorised use of our Approved Creative or this partner programme.
We make no express or implied warranties or representations with respect to the partner programme, about ourselves or the Referral Commission payment arrangements (including, without limitation, functionality, warranties of fitness, merchantability, legality or non-infringement), and do not express nor imply any warranties arising out of a course of performance, dealing, or trade usage. In addition, we make no representation that the operation of the bet365 Websites will be uninterrupted or error-free and will not be liable for the consequences if there are any. In the event of a discrepancy between the reports offered in the bet365partners.com system and the bet365 database, the database shall be deemed accurate.