- COA is engaged in the business of operating Internet Casinos, inter alia, via the website known as www.casinonbar.com owned by COA (hereinafter the "Website"),
- Affiliate is engaged in the business of websites promotion via the Internet, (hereinafter the "Promotions"),
- Affiliate and COA have performed preliminary discussions to cooperate as hereunder described.
- The Parties posses the ability to provide immediate implementation of such cooperation and therefore wish to define a framework of contractual relationship.
- Agreed Principles
- Affiliate shall establish a mechanism of driving traffic, on a non-exclusive basis, to COA's branded casino - www.casinobar.com in consideration of revenue sharing as described in paragraph 2.6 hereafter.
- Affiliate shall provide the traffic at its cost and shall exercise it at its own responsibility, consistent with good business ethics.
- Affiliate shall drive casino and sportsbook oriented traffic, on a non-exclusive basis, to COA's sites commencing on the date of this agreement.
- COA shall register Affiliates' customers and shall track their games. COA may, from time to time, set out prerequisites for registering customers and thereby reserves the right to reject registration of customers and/or close their accounts in the event of non-compliance by customers. ("Customer" shall mean Affiliate's customer that uses the unique link from Affiliate's site to any of COA's sites and opens a CASINO account with COA's sites). By opening a CASINO account with COA, players shall become COA Customers and COA shall grant the users, which would be referred to COA by Affiliate, the same terms and incentives, which prevail at COA's sites at that time.
- COA shall track customers' game and provide Affiliate with online access to a back-office to monitor its activities and reports.
- Affiliate shall be entitled to receive a percentage of COA's Net Revenues, as defined in preliminary discussions, for users, which have been referred to COA by Affiliate, for the lifetime of the users as customers of COA's sites. "Net Revenues" - shall mean, for any given calendar month, the total amount of the referred Customers losses in COA's websites, less bonuses paid to customers by COA and less the players' winnings.
- COA shall pay Affiliate its share on a monthly basis out of actual deposits made to COA. Payment shall be made no latter than 15th day after the termination of each month.
- COA shall grant Affiliate a non-exclusive right to publish, market and promote COA's logos for the purpose of this agreement.
- Both Parties shall not disclose any data relating to the cooperation with each other to any third party and shall maintain in strict confidence all information relating to it.
- Neither party is providing, transferring or otherwise granting, directly or indirectly, any right to the other party relating to any intellectual property right of any kind in its technology or other information under this agreement.
- Each party may terminate this Agreement at any time. Termination of this agreement shall not impose any liability on the terminating party, except the obligation of COA to carry on the transfer of Information and cash due to previously referred users for their lifetime membership at COA's Sites. To avoid any doubt, Affiliate shall be entitled to lifetime income from players that have been referred to COA even if the agreement is terminated for whatever reason.
- Each party shall be responsible for its actions and bear its own costs and expenses relating to the execution of this agreement.
- Affiliate and COA are independent contractors, and nothing in this Agreement shall create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. Affiliate shall have no authority to make or accept any offers or representations on COA's behalf. Affiliate shall not make any statement, whether on Affiliate site or otherwise, that would contradict anything in this paragraph.
- COA shall 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 referral program, even if we have been advised of the possibility of such damages. In the event that COA shall, nevertheless, be regarded liable, the aggregate liability arising with respect to this Agreement and the Program will not exceed the total referral fees paid or payable to Affiliate 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. COA's obligations under this Agreement do not constitute personal obligations of its directors, officers or shareholders. Any liability arising under this Agreement shall be satisfied solely from the referral fee generated and is limited to direct damages.
- This Agreement shall be interpreted in accordance with the plain English meaning of its terms, and the construction thereof shall be governed by the laws of the United Kingdom and any law suits/venue must be filed in the United Kingdom.
- Agreement will come into effect when Affiliate clicks on the I Accept button and proceeds with registration.