General Conditions of Participation – Tipico Affiliate Program
- I. Advantages of the Tipico Affiliate Program
- II. About Tipico
- III. General Declaration of Consent by the Affiliate Partner
- IV. Conclusion and effective formation of the Agreement
- V. Subject of the Agreement
- VI. Rights and obligations of Tipico
- VII. Rights and obligations of the Affiliate Partner
- VIII. Commercial property rights
- IX. Commission
Read these General Conditions of Participation carefully before agreeing to them. If you do not agree to the General Conditions of Participation (or if you are not authorised to do so), you should not participate in the Tipico Affiliate Program, or (if you have already registered for the Affiliate Program) you should send an email to firstname.lastname@example.org to terminate this Agreement to avoid misunderstandings. If you have any questions about the General Conditions of Participation or any questions in general, please send them to the same email address.
These General Conditions of Participation, the Affiliate Registration Form completed by you and such other policies or additional terms which we have provided to you by email or via our website (https://www.tipico-affiliates.com/registration/) or which we have agreed with you by separate written agreement constitute the conditions that shall apply to your participation in Tipico’s Affiliate Program. In the event that other additional provisions contravene these conditions, these General Conditions of Participation shall take precedence, unless such additional provisions are an express written amendment to these General Conditions of Participation (e.g. Supplementary Affiliate Agreement).
Definitions and Interpretation
- In these General Conditions of Participation, the following words and expressions shall (except where the context otherwise requires) have the following meanings:
|Acquired Customer||means a customer who:
a. is allocated to an Affiliate’s ID Tracker;
b. meets any qualification criteria (see FAQ) which Tipico specifies from time to time;
c. has not previously been registered as a customer with any Tipico Company;
d. is accepted as a player during the appropriate registration process or identity verification procedure set by the relevant Tipico Company;
e. successfully makes a deposit to his customer account; and
f. completes the conditions set out in a. to e. above within thirty (30) days of registering on any Tipico Site via a tracking URL;
|Advertising Materials||means any of Tipico’s advertising materials made available to Affiliates in the password protected Affiliate Account from time to time. These include any banners, images, ads, logos, photos, graphics, texts and any other advertising materials containing a hyperlink, which when Implemented in an Affiliate’s website and clicked on by a web-user, sends the web-user to a Site;|
|Affiliate or Affiliate Partner||means any individual or business that:
a. has completed the Affiliate Registration Form;
b. has been accepted by Tipico Services to participate in the Affiliate Program (in accordance with Section IV.1 below); and
c. who provides marketing services for Tipico under this Agreement;
|Affiliate Account||means the Affiliate’s personal account that is created in connection with the Affiliate’s participation in the Affiliate Program. The Affiliate Account is accesible by signing in to the Affiliate area at https://www.tipico-affiliates.com/ using the login details provided pursuant to Section IV.6 below;|
|Affiliate ID Tracker||means the Affiliate’s unique tracking number that is
a. allocated to Acquired Customers; and
b. used to identify the origin of Acquired Customers via Advertising Materials Implemented on the Affiliate’s website;
|Affiliate Program||means Tipico’s Affiliate Program operated by Tipico Services pursuant to which Affiliates provide marketing services for Tipico in return for the payment of a commission in accordance with this Agreement;|
|Affiliate Registration Form||means the registration form to be completed by a prospective Affiliate in order to apply to participate in the Affiliate Program, and which is available at https://www.tipico-affiliates.com/registration/;|
|Agreement||means the agreement between the Affiliate and Tipico Services governing the terms of the Affiliate’s participation in the Affiliate Program including:
a. the Affiliate Registration Form;
b. these General Conditions of Participation (as amended from time to time);
c. Tipico Malta’s general terms and conditions;
d. Tipico Games’ general terms and conditions;
f. any Supplementary Affiliate Agreement entered into which expressly amends or supplements this Agreement; and
g. such other terms and conditions relating to the Affiliate Program which may apply from time to time and are provided or made available to the Affiliate in writing;
|Confidential Information||means the terms of this Agreement, all matters relating or connected to its performance and all information or data of a Party, which is disclosed or otherwise comes into the other Party’s knowledge or possession directly or indirectly as a result of this Agreement and being of a confidential nature;|
|Implementation||means incorporation or integration of the Advertising Materials into the Affiliate’s website which enables web-users to access any of the Sites by clicking on the relevant Advertising Material as incorporated or integrated into the Affiliate’s website and “Implement”, “Implementing” and “Implemented” shall be construed accordingly;|
|Inappropriate Content||means but is not limited to content which is aimed at persons under 18 years of age, features pornography or illegal sexual acts, promotes violence, promotes discrimination on the grounds of race, gender, religion, nationality, disability, sexual orientation or age, promotes illegal activities, infringes the Intellectual Property Rights of any person or violates advertising regulations or rules of conduct;|
|Insolvent||means, in relation to a Party, that Party: is unable to pay its debts, admits its inability to pay its debts, becomes insolvent or is declared bankrupt or goes into liquidation whether voluntary or compulsory or, if any step or action is taken in any jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;|
|Intellectual Property Rights||Means
a. patents, inventions, designs, copyright and related rights, database rights, trade marks and related goodwill, trade names (whether registered or unregistered), and rights to apply for registration;
b. proprietary rights in domain names;
c. Affiliate ID Trackers;
d. knowhow and Confidential Information;
e. applications, extensions and renewals in relation to any of these rights; and
f. all other rights of a similar nature or having an equivalent effect anywhere in the world;
|Parties||means the Affiliate and Tipico Services and references to a “Party” shall be to the relevant one of them as the context provides;|
|Sites||means tipico-affiliates.com, tipico.de, tipico.at, tipico.com and all other websites and online platforms owned, operated or controlled by or on behalf of Tipico from time to time;|
|Supplementary Affiliate Agreement||means any agreement entered into in writing between the Affiliate and Tipico Services which expressly amends or supplements the General Conditions of Participation;|
|Tipico||means the Tipico group of companies, as further described in Section II.5;|
|Tipico Games||means Tipico Games Ltd., as further described in Section II.3;|
|Tipico Company||means the relevant member of Tipico as the context requires;|
|Tipico Group||means Tipico Group Limited, as further described in Section II.1;|
|Tipico Malta||means Tipico Co. Ltd., as further described in Section II.2; and|
|Tipico Services||means Tipico Services Ltd., as further described in Section II.4.|
- The section and clause headings are included for convenience only and shall not affect the interpretation of these General Conditions of Participation. References to a section or a clause shall be to sections and clauses in these General Conditions of Participation unless expressly stated otherwise.
- 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.
- 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).
- Where the context so requires or admits, the masculine will include the feminine and the neuter, and the singular will include the plural and vice versa.
- References to any statute or statutory provision shall include any subordinate legislation made under it and shall be construed as references to such statute, statutory provision and/or subordinate legislation as modified, amended, extended, consolidated, re-enacted and/or replaced and in force from time to time.
I. Advantages of the Tipico Affiliate Program
Tipico’s offering has developed and advanced continuously. As an Affiliate, you can be a part of our success story. This is why we do our best to give our Affiliate Partners the best possible support and to inform them of important developments. Our Affiliate Partners enjoy the following benefits, in particular:
- Intensive, excellent support from our experienced Affiliate team
- Attractive commission model
- Process transparency and reliability
- Access to the latest Advertising Materials and continuous development of the range
- Affiliate Partner notifications on current developments
- Fast and easy payment of commission
II. About Tipico
- Tipico Group Limited Malta (hereinafter referred to as “Tipico Group”) is a company with its registered office in Malta.
- Tipico Co. Ltd. Malta (hereinafter referred to as “Tipico Malta”) is a subsidiary of Tipico Group with its registered office in Malta, which allows web-users to take part in online sports betting and online games via its domains (www.tipico.com, www.tipico.de, www.tipico.at). Tipico Malta is licensed in Malta by the Malta Gaming Authority (MGA) and in Germany by the Regierungspräsidium Darmstadt.
- Tipico Games Ltd. Malta (hereinafter referred to as “Tipico Games”) is a subsidiary of Tipico Group with its registered office in Malta, which offers online games at the domains www.tipico.com and www.tipico.de. Tipico Games is licensed in Malta by the MGA.
- Tipico Services Ltd. (hereinafter referred to as “Tipico Services”) is a subsidiary of Tipico Group with its registered office in Gibraltar, which renders services for the Tipico group of companies stated under Sections II.1 to II.4. Tipico Services is your direct contractual counterparty under the Agreement and the recipient of the contractual performance of the Affiliate Partner in relation to the Affiliate Program.
- “Tipico” is hereinafter used to refer to the companies stated under Section II.1 to II.4 above, each of which form part of the Tipico group of companies and references to a “Tipico Company” shall hereinafter be to the relevant member of the Tipico group of companies as the context requires.
- You acknowledge and agree that any Tipico Company may fulfil the obligations arising under the Agreement. You also expressly agree that Tipico Services shall be entitled to share information about you with other Tipico Companies to enable them to fulfil the necessary obligations arising under the Agreement. However, for the avoidance of doubt, the sole and exclusive recipient of the contractual performance of the Affiliate Partner under the Agreement is Tipico Services.
III. General Declaration of Consent by the Affiliate Partner
- By agreeing to these General Conditions of Participation on the Affiliate Registration Form, you expressly agree to be bound by all of the conditions of this Agreement.
- By agreeing to the General Conditions of Participation on the Affiliate Registration Form, you expressly agree that Article 10(1) and 10(2) (electronic provision of information) and Article 11(1) (placing of the order) of the European Electronic Commerce Directive 2000/31/EC shall not apply to this Agreement and are hereby expressly excluded from this Agreement.
- By agreeing to these General Conditions of Participation, you confirm that you have independently assessed the worthiness of marketing our Sites or our services.
IV. Conclusion and effective formation of the Agreement
- Tipico Malta’s Site contains an Affiliate Registration Form at https://www.tipico-affiliates.com/registration/. To become an Affiliate, you must complete the Affiliate Registration Form and you must accept:
- these General Conditions of Participation;
- Tipico Malta’s general terms and conditions
- Tipico Games’ general terms and conditions
all of which are incorporated by reference in, and are deemed to form part of, this Agreement. This is done by clicking to tick the appropriate box before submitting the completed Affiliate Registration Form. From a legal perspective, submitting the Affiliate Registration Form constitutes an offer to conclude the Agreement with Tipico Services. On receiving the Affiliate Registration Form or upon receipt of any additional information or evidence which we may ask you to provide as part of the Affiliate registration process, Tipico Services shall decide at its own discretion whether to accept or decline the offer. There exists no entitlement to participation in the Affiliate Program. Any decision made by Tipico Services to accept or decline the offer is final and will be sent to you by email at the address given in the Affiliate Registration Form. If you receive confirmation from Tipico Services that it has accepted the offer, this Agreement shall come into force and shall become legally binding and enforceable.
- You are obligated to provide accurate and complete information when completing the Affiliate Registration Form, particularly when stating the domain(s) that will be used. Additionally, you are obligated to update this information immediately and without being requested to do so if all or any part of the information provided subsequently changes. For the processing of the data you provide to us, Tipico uses a third party service provided by Arnold Media Ltd., Level 3, Domestica Complex, Valley Road, Msida, MSD 9020, Malta.
- It is an indispensable prerequisite for participating in the Affiliate Program that you maintain a bank account with a bank which is resident in the country in which you are located (registered office or branch). Further details relating to the bank account requirements are set out in Section IX.5 below. Tipico Services reserves the right to withhold acceptance of your offer to participate in the Affiliate Program unless and until you have met this condition.
- Tipico’s policies prohibit and prevent money laundering as well as activities which facilitate money laundering or which finance terrorism or other criminal activities. These policies shall be reviewed and revised at suitable intervals. The Affiliate Partner must observe these policies when performing their activities.Tipico Services will verify your identity as an Affiliate Partner using the information provided by you and by obtaining information from public sources and data. You expressly consent to this.
- Tipico Services reserves the right to request further information and data from you in order to verify your identity as part of the registration process and before it decides to accept or decline your offer to participate in the Affiliate Program and enter into the Agreement, if it considers the provision of such information and data to be reasonably necessary and/or required by law. In this regard, you hereby expressly agree to promptly provide the requested information to the satisfaction of Tipico Services. We also reserve the right to consult due diligence risk information service providers. In particular, we reserve the right to perform due diligence / KYC checks with the aid of, amongst others, the following companies: Reuters Limited, 30 South Colonnade, Canary Wharf, London E14 5EP, United Kingdom. To do so, we transfer the personal data provided to the above-listed companies. The companies can save the request themselves and save the circumstance of the request and process it for their own purposes. Tipico will only consult such providers who guarantee an appropriate level of data protection. Further details can be obtained from the respective providers. The data we receive from them will serve as a basis for our decision on whether to establish, conduct or terminate the contractual relationship.
You acknowledge and agree that Tipico Services has the right to reject a prospective Affiliate’s application to join the Affiliate Program and/or to withhold payments of commission to an Affiliate if:
- the requested information is not provided;
- there is a delay in the provision of the requested information; or
- inadequate or incomplete information is provided.
Tipico Services shall be entitled to withhold payments of commission until receipt of satisfactory information from the Affiliate or prospective Affiliate as requested under this clause but commissions shall continue to accrue in accordance with the terms of this Agreement during a period of withholding under this clause for up to six (6) months. In case the Affiliate does not provide the requested information to Tipico within this six months’ period, this Agreement and the Affiliate’s participation in the Affiliate Program will automatically terminate with immediate effect and all commission payments withheld until then shall finally forfeit.
In particular, the types of proof of identity that are accepted for individuals are: a copy of a valid passport, a copy of a gas, water or electricity bill and a copy of a bank statement that identifies the account holder. In particular, the types of proof accepted for corporate entities (each to be provided in copy) are the following: certificate of incorporation, articles of association (or a corresponding document), a clearance certificate, power of attorney and information regarding the identity of the legal and beneficial owner of the company and the identity of the directors of the company as well as a bank statement that identifies the account holder. For any document not in English or German, you must additionally submit an official translation of the document into English.
6. If you receive confirmation that Tipico Services has accepted your offer to participate in the Affiliate Program, you will also receive the login details for your Affiliate Account. You can access the Affiliate Account in the Affiliate area at https://www.tipico-affiliates.com/. The Affiliate Account gives you access to the Advertising Materials, your commission statements and contains information relating to the number of web-users who become Acquired Customers through Advertising Materials placed on the Affiliate’s website(s). Bets cannot be placed and online games cannot be played on any of the Sites using the Affiliate Account.
7. If you are an adviser, manager, member of staff, director or representative of Tipico or one of Tipico’s partners, or if you work as a supplier or manufacturer of Tipico, you may only participate in the Affiliate Program and use the Sites, directly or indirectly, to the extent required in order to fulfil your activities as an employee or service provider of Tipico. Relatives of employees or service providers of Tipico are not authorised to participate in the Affiliate Program or to use any of the Sites, directly or indirectly. In this context, the term “relative” (which is not exhaustive) should be understood to mean parents, spouses, siblings, children and partners. For clarity, the restrictions set out in this clause are not absolute and may be waived by way of a special agreement, provided such agreement is in writing and signed by the relevant parties.
8. Acceptance of your offer to participate in the Affiliate Program is subject to Tipico Services approving the design and content of the prospective Affiliate’s website. Tipico Services reserves the right to decline any offer to participate in the Affiliate Program if it is not satisfied with the design and content of your website. Alternatively, Tipico Services may make its acceptance to such offer conditional on you removing and/or modifying the design and content of your website to Tipico’s satisfaction.
V. Subject of the Agreement
For the purpose of this Agreement, you shall render marketing services as an independent contractual party.
- Nothing in this Agreement shall create a partnership, joint venture, franchise arrangement, employment relationship or a relationship of principal and agent between you and any Tipico Company and you shall not represent yourself as the agent, representative, employee/employer or partner of any Tipico Company. You do not have the right, authority or power to enter into any arrangements or to assume obligations or liabilities of any kind for or on behalf of any Tipico Company, or to bind any Tipico Company in other ways.
- This Agreement is not exclusive for either Party and the Parties may enter into other agreements for the provision of advertising services with third parties as they see fit, provided the Parties comply at all times with the terms of this Agreement.
- The rights and obligations of each Party under this Agreement are described in greater detail below under Sections VI and VII.
- By agreeing to these General Conditions of Participation, you confirm that you are acting on your own behalf and not for the benefit of any other person.
VI. Rights and obligations of Tipico
- Tipico Services gives you access to your password-protected Affiliate Account. Within the password-protected Affiliate Account, you will find all Advertising Materials and necessary information for proper Implementation. This includes banners, graphics, texts and other marketing materials. You are also given access to all commission-statements in accordance with the terms of this Agreement.
- Tipico Services has the right to change or restrict the Advertising Materials at any time with immediate effect or to provide new Advertising Materials.
- Tipico Services shall bear all of the costs of the graphical creation and design of all of the Advertising Materials that it provides. You shall bear the costs of the Implementation of the Advertising Materials.
- Tipico Services shall keep a record of:
- all web-users who become Acquired Customers through Advertising Materials Implemented on the Affiliate’s website(s); and
- assigned Affiliate ID Trackers to such Acquired Customers.
Tipico Services shall calculate the commission payable to the Affiliate (please refer to Section IX (Commission) below for further details). Tipico Services shall provide the Affiliate, as far as reasonably possible, with monthly statistics relating to the Affiliate’s Acquired Customers. For the avoidance of doubt, Tipico Services shall be exclusively responsible for rendering all customer services associated with transaction processing for Acquired Customers.
- Any person who wishes to register as a customer of Tipico for the purposes of playing sports betting and/or online games shall be required to agree to the general terms and conditions of Tipico Malta and Tipico Games. This condition also applies to any person directed to the Sites of Tipico Malta and/or Tipico Games by clicking on Advertising Materials Implemented by an Affiliate. Tipico Malta and/or Tipico Games reserves the right to decline any person from registering as a customer for whatever reason. In addition, Tipico Malta and/or Tipico Games may:
- refuse specific bets placed by an Acquired Customer;
- limit the value or number of bets placed by an Acquired Customer; or
- suspend or close an Acquired Customer’s accounts, at any time and at their sole and absolute discretion without Tipico Services or any other Tipico Company incurring any liability to the Affiliate.
- Tipico Services reserves the right to occasionally contact you by email to inform you of: promotions, changes to the General Conditions of Participation or other information important to you. Unless you advise us in writing to the contrary, you shall be deemed to have agreed to participate in such promotions. The terms and conditions of any such promotions which you participate in shall form part of this Agreement for the duration of the relevant promotion.
- Tipico Services reserves the right to use any and all available means to block, restrict, remove, withhold or withdraw specific new customers, deposits or gambling patterns relating to your Affiliate ID Tracker at its own discretion. Tipico Services shall also be entitled to prevent the registration of possible new customers and/or prospective Affiliates in order to reduce the number of fraudulent or non-profitable transactions or for any other reason without any liability to the Affiliate. Tipico Services neither guarantees nor warrants the consistent application and/or success of any fraud prevention measures it adopts.
- You agree that Tipico Services may enter into marketing agreements with third parties at any time (directly or indirectly) and on such terms as it thinks fit. Such third parties may pursue similar business activities to you or may even be in competition with you. You further agree that Tipico Services may, at its own discretion, redirect electronic traffic and users from one site to another online site which appears to be suitable, without this giving rise to any financial claims on your part.
- Tipico Services reserves the right to perform regular checks and to request certain information in relation to your website, the Implementation of Advertising Materials and/or the performance of your obligations under this Agreement generally (including without limitation, your compliance with any laws and regulations to which you may be subject). You consent to this and you agree to cooperate and to promptly provide such assistance and/or information which Tipico Services may reasonably require from time to time in connection with the exercise of its rights under this clause.
- Tipico Services shall have the right to request you to remove or modify any content on your website which any Tipico Company disapproves of. Tipico Services shall be entitled to withhold commission payments to you until the relevant content has been removed or modified. If you fail to remove or modify such content within fourteen (14) days of Tipico Services sending you a notice requesting the removal or modification of such content, Tipico Services shall have the right to terminate this Agreement with immediate effect and with no liability to you (other than in respect of any unpaid commissions which you are entitled to on or before the termination date or as may otherwise have been agreed between you and Tipico Services in writing).
- Without prejudice to the rights or claims of Tipico Services under this Agreement or otherwise, Tipico Services has the right to offset payments which would otherwise be payable to you in accordance with this Agreement against your liabilities towards Tipico Services, including claims by Tipico Services against you which arise from a breach of this Agreement by you or otherwise.
VII. Rights and obligations of the Affiliate Partner
- By Implementing the Advertising Materials on your website, you enable users of your website to directly access a Site by clicking on the corresponding Advertising Material, to open an account and to use such account to place bets and to take part in online games or other bets and games.
- You operate your website(s) in your own name and are not restricted in your power of disposal. If you sell any domain(s) registered to your Affiliate Account, you shall no longer be entitled to receive commission with regards to any persons that have or may become Acquired Customers by reason of being directed to one of Tipico’s Sites via that domain(s). The purchaser of the domain(s) shall not be entitled to any commission under the Affiliate Program unless it separately registers as an Affiliate and uses the purchased domain(s) to provide marketing services for Tipico’s Sites in accordance with the terms of this Agreement or such other terms which may be agreed between the purchaser and Tipico Services. If you sell any domain(s) which are registered to your Affiliate Account at any time during the term of this Agreement, you must inform Tipico Services of this immediately by sending a notice to email@example.com and you shall remove such domain(s) from the list of domain(s) that are registered to your Affiliate Account and which are used to promote the Tipico Sites in accordance with the terms of this Agreement.
- By Implementing the Advertising Materials into your website, you are promoting the Sites of Tipico Malta and Tipico Games and attracting potential customers. Although Advertising Materials shall be supplied by Tipico Services, you alone are exclusively responsible for the content, nature and method of the marketing activities on your website. You agree to comply with any instructions and requirements relating to the promotion and marketing of the Sites which are notified to you by Tipico Services from time to time.
- The Advertising Materials may not be modified in any way without the prior written approval of Tipico Services. You shall use the Advertising Materials solely in accordance with the conditions of this Agreement and with applicable laws.
- You are responsible for the correct Implementation of the Advertising Materials into your website. You shall only Implement the latest version of the Advertising Materials provided by Tipico Services in your password protected Affiliate Account. Otherwise, no guarantee can be provided for the correct recording and settlement of Acquired Customers.
- You are also responsible for the development, operation and maintenance of your website and for all material (except the Advertising Materials) which is featured on your website. You are responsible for ensuring that your website does not feature any Inappropriate Content. In this regard, you shall indemnify and hold Tipico harmless in respect of any and all direct and indirect costs, losses, damages, claims, expenses and other liabilities (including reasonable legal and professional costs) which Tipico may incur as a result of your breach of this clause.
- You hereby expressly agree that the material displayed on your website does not and shall not infringe on any third-party rights or breach applicable laws (including but not limited to copyright and trademark laws and general rights to privacy). You also agree that the material displayed on your website is not and shall not be offensive or defamatory or unlawful in any other way. You shall indemnify and hold Tipico harmless from and against any and all direct and indirect costs, losses, damages, claims, expenses and other liabilities (including reasonable legal and professional costs) which Tipico may incur as a result of your breach of this clause.
- You shall be solely and exclusively responsible for:
- assessing whether any payments made to you under this Agreement constitutes taxable income under any laws or regulations which apply to you, consulting tax advisers where necessary;
- ensuring compliance with any fiscal and tax law requirements imposed by any tax authority or such other relevant competent authority in whose jurisdiction you may be deemed to be liable to pay tax (including but not limited to complying with any tax registration, notification, provision of information, declaration of income or other similar obligations); and
- paying any and all taxes for which you may become liable under any laws in any applicable jurisdiction (including but not limited to any income tax, corporation tax, VAT or other sales and/or service tax, social insurance contributions for dependent employees etc.).
Tipico Services shall not be responsible for any of the obligations set out in this clause, nor shall it make any assessments regarding the tax laws to which you may be subject or your tax liability in any jurisdiction generally.
- Changes to your website, particularly in relation to the design and content of your website or the domain name of your website, shall require the prior written approval of Tipico Services. You agree to notify Tipico Services of any proposed changes at least two weeks before making the changes to your website. If any Tipico Company:
- becomes aware that changes have been made to your website which have not previously been notified to and approved by Tipico Services; and
- disapproves of such changes,
it may send a notice to the Affiliate setting out any modifications that it would like made to the Affiliate’s website. The terms set out in Section VI.10 above shall apply to any notice served on the Affiliate under this clause. For the avoidance of doubt, a change in the URL address of your website does not constitute an amendment to the Agreement and does not affect your rights and obligations arising from this Agreement.
- Except in the case of an employee or adviser whose responsibilities include Implementing or assisting you Implement the Advertising Materials into your website, you shall not give friends, advisers, representatives, relatives or employees access to your Affiliate Account. You shall not fraudulently, dishonestly or in default of this Agreement, seek to increase the amount of any commission payments to be made to you under the Affiliate Program or to cause Tipico harm or loss in another way. You shall not engage in brand bidding or ad-hijacking (manipulation of adWord advertisement). If you breach this clause, Tipico Services shall be entitled to terminate the Agreement with immediate effect and without any liability to you. Additionally, you shall reimburse Tipico Services any commissions paid to you in breach of this clause and you agree to indemnify and hold Tipico harmless in respect of all direct and indirect costs, losses, damages, expenses, claims and other liabilities (including any reasonable legal and professional costs) which Tipico may incur as a result of your breach of this clause.
- You shall not do anything through your acts and/or omissions which may cause any Tipico Company to infringe or breach the rights of or obligations owing towards any third party.
VIII. Commercial property rights
- On formation of the Agreement in accordance with Section IV.1, Tipico grants the Affiliate a non-exclusive, non-transferable, revocable, royalty free licence to use Tipico’s Intellectual Property Rights in the Advertising Materials for the sole purpose of enabling the Affiliate to perform its obligations under this Agreement. This licence cannot be assigned, sub-licensed or otherwise transferred. This licence shall expire and be revoked automatically on termination of the Agreement.
- You acknowledge that Tipico holds all of the Intellectual Property Rights in and to the Advertising Materials and the Sites and that such Intellectual Property Rights shall remain the sole and exclusive property of Tipico. Other than a right of use as set out herein, you shall not acquire any rights in or to any of Tipico’s Intellectual Property Rights under this Agreement. All goodwill arising out of the Affiliate’s use of Tipico’s Intellectual Property Rights shall inure solely to the benefit of Tipico.
- You shall not use any domain names, signature features, brand names or trademarks which either feature the trademarks or other Intellectual Property Rights of Tipico or which could lead to confusion due to their similarity with the trademarks or other Intellectual Property Rights of Tipico, except as expressly permitted under this Agreement or as may otherwise be agreed in writing with Tipico Services.
- You shall not register or attempt to register any domain names, signature features, brand names or trademarks which feature the trademarks or other Intellectual Property Rights of Tipico or which could lead to confusion due to their similarity to the trademarks or other Intellectual Property Rights of Tipico.
- You acknowledge and agree that the Affiliate Account and Affiliate ID Tracker assigned to you is intended for your sole and exclusive use and that you may not assign, transfer or sub-license any Affiliate Account, Affiliate ID Trackers, bonus codes or earnings to third parties unless Tipico Services has given its prior written approval.
- You agree to indemnify and hold Tipico harmless in respect of all direct and indirect costs, losses, damages, claims, expenses and other liabilities (including any reasonable legal and professional costs) which Tipico may incur as a result of your infringement or unauthorised use of Tipico’s Intellectual Property Rights.
- The Affiliate shall receive a performance-based commission for Implementing the Advertising Materials into the Affiliate’s website(s). The performance-based commission shall be a one-time fix price of EUR 120.00 per Acquired Customer on the Tipico Malta and/or Tipico Games Sites. Further information about the performance-based commission, including how such commission shall be calculated, is available at https://www.tipico-affiliates.com/commissions/. Tipico Services reserves the right to enter into individual arrangements with Affiliates by way of the contract alteration procedure set out in Section XV. (Amendments to the General Conditions of Participation).
- The performance-based commission shall be calculated at the end of each calendar month and shall be paid by way of direct bank transfer to the bank account stated on the Affiliate Registration Form, by the 20th of the following calendar month, provided that a minimum commission of EUR 120.00 has been achieved. If this minimum commission is not achieved in a calendar month, the Affiliate will not be entitled to payment of a commission for that month.
- In Germany, bets made by customers who are temporarily or ordinarily resident in the Federal Republic of Germany are subject to taxation at a fixed rate of 5% of the total stake by the German tax authorities. So-called betting duties are also levied in other countries in which Tipico Malta is doing business. The Affiliate is subject, like Tipico Malta, to the tax rates that apply in the relevant jurisdictions (e.g. applicable in Austria).
- Tipico Services shall only pay commissions by way of direct bank transfer as described in Section IX.2. Tipico Services reserves the right to amend the available payment method(s) at any time. Commission payments shall be made solely in euros. You shall bear any bank charges which are incurred on transfer and/or cancellation by the recipient bank due to incomplete or incorrect information. Tipico Services reserves the right to withhold any payment to you if:
- incomplete and/or incorrect bank details have been provided;
- Tipico Services has reasonable grounds to believe that there is a risk of fraud; and/or
- investigations are ongoing in relation to any actual or potential fraud or other unlawful conduct on your part (whether such investigations are being conducted by a Tipico Company or by a law enforcement or regulatory authority in any applicable jurisdiction).
- You shall be obligated to disclose your bank details in full to Tipico Services in the Affiliate Registration Form as part of the registration process. If you are an individual, your bank account must be with a bank that has a branch or registered office situated in the country in which you are both resident and have your habitual abode. If you are a corporate entity (including, without limitation, a company, partnership or other association of persons), your bank account must be with a bank that has a branch or registered office situated in the same country in which you are incorporated and have your registered office. As an Affiliate, you shall be obligated to promptly inform Tipico Services of any changes to your bank details (in particular the bank country) or your home country.
- The performance-based commission compensates you fully for all services performed and expenses incurred under this Agreement. You shall only be entitled to claim for the reimbursement of expenses and costs in addition to the performance-based commission (e.g. costs and expenses incurred for performing additional advertising activities for Tipico), with Tipico Services’ prior written agreement.
- On termination of the Agreement, Tipico Services shall (before the 20th of the next calendar month after the month in which the Agreement terminates) pay the Affiliate the unpaid performance-based commission which the Affiliate is entitled to on or before the date of termination. Except as expressly set out in this clause, the Affiliate shall not receive or be entitled to receive any further payments of commission from Tipico Services following the termination of the Agreement.
X. Duration and termination of the Agreement
- This Agreement shall enter into force on the day on which your registration for the Affiliate Program is accepted in accordance with Section IV.1 and shall remain in force until it is terminated by either Party in accordance with the terms of this Agreement.
- You may terminate this Agreement on fourteen (14) days’ prior written notice, with or without cause, by sending a notice of termination by email to firstname.lastname@example.org with the subject “Notice of Termination TIPICO Affiliate Program”. On termination of this Agreement, your participation in the Affiliate Program will also end.
- Tipico Services may:
- terminate this Agreement;
- suspend your Affiliate Account; or
- deactivate any Affiliate ID Trackers (and thus not terminate the Agreement in its entirety),
on fourteen (14) days’ prior written notice, with or without cause, by sending you notice of termination, suspension or deactivation (as the case may be) by email. To do so, Tipico Services will use the email address provided by you in your Affiliate Registration Form or such other email address which you notify Tipico Services of in writing. If the Agreement is terminated, Tipico Services will have the right to automatically close your Affiliate Account and deactivate any Affiliate ID Trackers linked to or associated with your Affiliate Account. On termination of this Agreement, you will receive no further commission payments from Tipico Services (other than in respect of any unpaid performance-based commission which you are entitled to on or before the date of termination, as described in Section IX.8). If an Affiliate ID Tracker is deactivated (other than as a result of termination of this Agreement), you will receive no further Affiliate commission payments that would otherwise have been generated via such Affiliate ID Tracker. This will not however impair the functionality of your other Affiliate ID Trackers.
- In addition to the termination rights set out in the foregoing Sections of this Agreement, Tipico Services reserves the right, at its own discretion, to terminate the Agreement and/or deactivate any Affiliate ID Trackers or to suspend your Affiliate Account with immediate effect if:
- your website is designed in such a way that it poses a risk of confusion with the website www.tipico.com or any other Sites, or gives the impression that your website is fully or partly operated by Tipico;
- you are using the names of any Tipico Company or other possible designations or trademarks or other Intellectual Property Rights belonging to Tipico other than for the purposes of Implementing the Advertising Materials into your own website;
- you are offering customers reimbursements, bonuses, discounts or other gratuities for registering on the website www.tipico.com or any of the other Sites;
- you are displaying, on your website, advertisements and/or other communication content which contains illegal or incorrect information or is related to any illegal activity, that could be harmful to Tipico’s business;
- you are consciously participating in the distribution of undesirable advertisements (e.g. spam);
- you are not observing any compliance guidelines and policies provided or made available to you by Tipico from time to time;
- your website, or parts thereof, turns out to contain either Inappropriate Content or other content which any Tipico Company disapproves of and you fail to remove such content pursuant to a notice serviced on you in accordance with Section VI.10;
- you fraudulently, dishonestly or in default of this Agreement, seek to increase the amount of any commission payment to be made to you under this Agreement or if you breach any of the other terms set out in Section VII.10. This includes, but is not limited to, collusive behaviour, the creation of betting accounts with false details and the exploitation of marketing promotions;
- you have provided or are providing incomplete or incorrect information during the Affiliate registration process or in relation to your Affiliate Account; or
- you cause any Tipico Company to infringe or breach the rights of or obligations owing towards any third party contrary to Section VII.11.
- you are Insolvent;
- you commit a material breach of the Agreement which leads to a loss of confidence between you and Tipico;
- there is a full, partial or significant suspension of the business activities of any Tipico Company in any jurisdiction (including for the avoidance of doubt but not limited to any full, partial or significant suspension of any Tipico Company’s activities within the online sports betting or online games markets) for an actual or foreseeable duration of more than four (4) weeks due to events or circumstances which are: (i) beyond Tipico’s reasonable control and (ii) not attributable to any acts or omissions of Tipico;
- the refusal by any governmental, regulatory or other competent authority to grant or renew any necessary official permissions, licences or authorisation which the Affiliate may from time to time require for the purposes of or in connection with carrying out its business activities or the termination, discontinuation or suspension (whether full or partial) thereof for whatever reason;
- the Affiliate disposes of all or a substantial part of its assets or business operations or makes changes to its company structure which results in or involves the transfer of more than 25% of the voting rights in the Affiliate to one or more third parties who were not shareholders of the Affiliate upon acceptance of the Affiliate’s offer to participate in the Affiliate Program;
- any Tipico Company disposes of or ceases to carry out all or a substantial part of its business within either the online sports betting market, the online games market or both; or
- any Tipico Company has reasonable grounds to suspect that any of the events described in this Clause X.4 may or are likely to occur.
Tipico Services shall have the right to withhold any commission payments during any period of suspension of your Affiliate Account or deactivation of Affiliate ID Trackers. If the suspension is lifted, the withheld commissions shall be paid within thirty (30) days thereof.
- On termination of the Agreement:
- you must remove all of the Advertising Materials from your website(s) and deactivate all links to the Sites;
- you may no longer and shall not advertise or promote any of the Sites;
- all rights and licences granted to you under this Agreement shall automatically expire, be revoked and terminate with immediate effect;
- you shall return all Confidential Information, including copies, in your possession or safekeeping or under your control, and immediately cease all use of Tipico’s Intellectual Property Rights (including trademarks and Advertising Materials); and
- Tipico Services shall (before the 20th of the next calendar month after the month in which the Agreement terminates) pay the Affiliate any unpaid performance-based commission which the Affiliate is entitled to on or before the date of termination.
Except as expressly set out in this clause or as may otherwise be agreed with Tipico Services in writing, the Affiliate shall not receive or be entitled to receive any further payments of commission from Tipico Services following the termination of the Agreement.
- Following termination of the Agreement, Tipico Services reserves the right to decide at its own discretion to let Affiliate ID Trackers remain active or to redirect or deactivate them, without this giving rise to an obligation on Tipico Services to make payments to you in respect of any web-users that subsequently become Acquired Customers.
- Sections XI, XII and XIII together with Clauses VI.11, VIII.6, X.6 and X.8 and such other provisions as may be necessary for the interpretation or enforcement of this Agreement after termination, shall survive any termination or expiry of this Agreement.
- Termination of this Agreement shall not affect any rights, remedies, obligations or liabilities which the Parties have accrued up to the date of termination, including the right to claim damages in respect of any breach of the Agreement which existed at or before the date of termination.
- Subject to Section XI.2 below, you shall not:
- disclose to any third party; or
- use for any purposes other than to perform your obligations under this Agreement,
any Confidential Information which you have obtained as a result of your participation in the Affiliate Program. This clause shall continue to apply after the termination of the Agreement.
- Section XI.1 shall not apply to any Confidential Information that has come into the public domain other than by way of the Affiliate’s breach of the Agreement. You may only disclose Confidential Information:
- to your representatives, agents, consultants, employees or advisors if they have a reasonable need to know the Confidential Information and are bound by a duty of confidentiality similar to that contained in this Agreement; or
- if required to do so by court order or if you are under a legal obligation to disclose the Confidential Information.
- Email addresses and all internal user data may only be used for the purposes of performing your obligations under this Agreement.
XII. Limitation of liability
- Except as expressly stipulated in this Agreement, Tipico makes or gives no warranties, representations or assurances whatsoever (whether express or implied by law, statute or otherwise):
- in relation to the Affiliate Program, the Sites or any content, products or services which are available via the Sites or associated with them;
- that Tipico’s Sites, systems, networks, software or hardware (including those supplied by third-party providers) will be free from defects and viruses or will enjoy uninterrupted accessibility and functionality; or
- in relation to the quality, fitness for purpose or suitability of the foregoing (partly or completely).
There may be times when Tipico’s Sites, systems, networks, software or hardware are unavailable or inaccessible due to maintenance, improvement or for any other reason. Furthermore, neither Tipico Services nor any of its third party service providers are obligated to make redundant systems, networks, software or hardware available to the Affiliate.
- All warranties, representations and implied terms and conditions which are not expressly stipulated in this Agreement are hereby excluded to the maximum extent allowed by law.
- Tipico’s obligations under this Agreement shall not give rise to any personal obligations or liability whatsoever on the part of employees, managers, directors, owners, providers of Sites and services or representatives of Tipico.
- Tipico shall under no circumstances be liable to you, whether in contract, tort (including negligence), breach of statutory duty or otherwise for:
- any direct, indirect, special, or consequential loss; or
- any loss of goodwill, profit, revenue, business, data or anticipated savings, in each case regardless of whether Tipico has been made aware of the possibility of such loss.
Nothing in this Section XII shall seek to limit or exclude liability for any matter in respect of which it would be unlawful to limit or exclude liability.
- Subject to the remainder of this clause, the maximum aggregate liability of Tipico Services to you (whether in contract, tort (including negligence), breach of statutory duty, restitution or otherwise) will be limited to the aggregate performance-based commission generated by you in the last six (6) calendar months from the date of the event giving rise to the liability. However, if this Agreement is terminated for whatever reason within six (6) months from the date on which it came into force in accordance with Section IV.1, Tipico Services’ maximum aggregate liability to you in respect of any claim (howsoever arising) shall be limited to the unpaid performance-based commission which you are entitled to on or before the date of termination. If no such commission remains unpaid, the commission payments made to the Affiliate under this Agreement prior to the date of termination shall constitute full and final settlement of any claim which the Affiliate may have (other than if the claim relates to a matter for which it would be unlawful to limit or exclude liability).
You agree to indemnify and hold Tipico, its representatives, employees, agents, directors, officers, shareholders and managers harmless from all direct or indirect costs, losses, damages, claims, expenses and other liabilities (including any reasonable legal and professional costs) which Tipico may incur as a result of or in connection with your breach of this Agreement, and in particular (but not limited to) in respect of the matters set out in Section VII.6, VII.7, VII.11 and VIII.6 of these General Conditions of Participation.
XIV. Compliance with laws
- You shall at your own expense comply with all laws and regulations to which you may be subject in any applicable jurisdiction that relates to your activities under this Agreement, as they may change from time to time, and with any conditions binding on you in any applicable licences, registrations, permits and approvals. For the avoidance of doubt, this includes, but is not limited to, compliance with the following:
- all fiscal and tax laws which are applicable to you by virtue of your relationship with Tipico under this Agreement (including in respect of any activities carried out or income earned by you);
- any advertising and marketing laws (including those relating to the content and nature of any advertising and marketing campaigns and to the promotion of online betting and gambling);
- the advertising guidelines of the German State Gambling Treaty (Glücksspielstaatsvertrag, GlüStV) and any regulations relating to them which stipulate, amongst other things, that advertisements must not be misleading (in particular they shall not create an inaccurate impression of the chances of winning) and must not be aimed at minors;
- the data protection laws of any jurisdiction to which you may be subject;
- any laws and policies relating to anti-money laundering, counter terrorist financing and proceeds of criminal activity which apply to you or which Tipico makes you aware of; and
- any policies and procedures implemented by Tipico from time to time which are notified to you and incorporated into this Agreement.
- You acknowledge that gambling laws are subject to different regulations and restrictions from country to country, from Federal state to Federal state and from city to city, and that gambling and offering and providing betting services is completely prohibited in some countries. You confirm that you have independently reviewed and will regularly review the laws applicable to your activities. You warrant and represent that your participation in Tipico’s Affiliate Program will not breach any such applicable laws or regulations.
- Tipico Services may, by exercising its rights under Section VI.9, seek to verify your compliance with any laws and regulations that apply to you from time to time.
XV. Amendments to the General Conditions of Participation
- Tipico Services reserves the right to amend these General Conditions of Participation at its own discretion at any time, and:
- to notify you of the amendments by email; or
- to publish the new version of the General Conditions of Participation on the Tipico Malta Site.
- Amendments which are necessary to prevent fraudulent activities or to correct contractual errors shall come into force from the date of publication or the sending of a notification (whichever is earlier).
- Subject to Section XV.2, all amendments to these General Conditions of Participation shall come into force fourteen (14) days after publication or the sending of notification (whichever is earlier). You are responsible for visiting the Tipico Malta Site regularly and ensuring that you are aware of the latest version of the General Conditions of Participation and this Agreement. If there are material amendments that are not acceptable to you, you have the right to terminate this Agreement with immediate effect by sending an e-mail containing a notice of termination to email@example.com. In the event of minor or inconsequential amendments, you shall not have the right to immediate termination of this Agreement but this shall not affect your right to terminate the Agreement in accordance with Section X.2 above. Continued participation in the Affiliate Program by you following notification or expiry of this period of fourteen (14) days will be deemed your binding agreement to the amendments.
- Any amendments or supplements to these General Conditions of Participation must be made in writing. No verbal agreements, arrangements or understandings have been made or shall be valid in amending or supplementing the General Conditions of Participation.
XVI. Other provisions
- The Affiliate shall not be entitled to assign, transfer, charge, sub-license, sub-contract, hold on trust for any person or otherwise deal in any other manner with any of its rights or obligations (including for the avoidance of doubt any Affiliate ID Trackers, bonus codes or earnings) under this Agreement without the prior written consent of Tipico Services. Tipico Services reserves the right to assign, transfer, charge, sub-contract, hold on trust for any person or otherwise deal in any other manner with any of its rights or obligations under this Agreement to another Tipico Company without your consent. You shall be informed of this promptly and you shall provide all reasonable cooperation and assistance which Tipico Services may require to give effect to any such assignment or transfer.
- This Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
- Each Party acknowledges that in entering into this Agreement it has not relied upon any oral or written statements, collateral or other warranties, assurances, representations or undertakings which were made by or on behalf of the other Party in relation to the subject-matter of this Agreement at any time before its signature, other than those which are set out in this Agreement. Each Party hereby waives all rights and remedies which might otherwise be available to it in relation to any such pre-contractual statements.
- The place of jurisdiction for this Agreement (including all versions or amendments) is Gibraltar. This Agreement shall solely be governed by the laws of Gibraltar to the exclusion of any conflict of laws. To settle disputes or clarify issues which arise from this Agreement or its formation, you irrevocably agree to submit to the exclusive jurisdiction of the courts of Gibraltar and to renounce objections to proceedings before courts in this jurisdiction or other jurisdictions which may subsequently arise from the proceedings.Nothing in this clause restricts the right of Tipico Services to initiate proceedings against you before any court with jurisdiction, nor will the initiation of proceedings before one or more competent court(s) render further proceedings before courts with other jurisdictions impossible, whether simultaneously or not.
- As far as possible, all provisions in this Agreement shall be interpreted in such a way that they are effective and valid in accordance with applicable law. Should it emerge that part of this Agreement is invalid, illegal or unenforceable in accordance with applicable law, solely the corresponding part of the Agreement shall be ineffective. The validity and enforceability of the other parts of this Agreement shall not be affected.
- These General Conditions of Participation are available in German (https://www.tipico-affiliates.com/agb/?lang=de) and English (https://www.tipico-affiliates.com/terms-of-use/). Should there be discrepancies between the different language versions of these General Conditions of Participation, the English version shall prevail.
Date of issue 15.06.2021
Tipico Services Ltd.
The Board of Directors
Tipico Co. Ltd.
The Board of Directors
Tipico Games Ltd.
The Board of Directors
Tipico Group Limited
The Board of Directors