INTOUCH GAMES LIMITED AFFILIATE PROGRAMME
TERMS AND CONDITIONS
NOTE: These Terms and Conditions shall only apply to Affiliates that
have been approved onto the platform after the date of 1st December 2015
SECTION 1: INTRODUCTION
1. Please read these Terms and Conditions
carefully and if you do not accept the Terms and Conditions, do not register
with the Intouch Games Limited Affiliate Programme.
mFortune Casino Platform is solely owned and operated by Intouch Games Limited.
PocketWin Casino Platform is solely owned and operated by Intouch Games
Affiliate owns and operates the Affiliate Site
Agreement sets out the terms and conditions for participation in the Intouch
Games Limited Affiliate Programme.
6. “Operator” means Intouch Games
Limited trading as mFortune and / or PocketWin
means any website, application, HTML property or other gaming service belonging
to the Operator. This includes the Operator’s websites located at www.mfortune.co.uk, www.pocketwin.co.uk and / or any other Websites owned or
operated by the Operator.
8. “Affiliate Programme” means the Affiliate Programme offered and operated by Intouch
Games Limited to the Affiliate, whereby the Affiliate agrees to promote and
advertise the Application and introduce Linked Players to the Website in return
for the Commission, subject to the terms and conditions set out in this
9. “Affiliate” means a member of the
Intouch Games Limited Affiliate Programme.
10. “Affiliate Site” means the website(s) or Mobile/App site(s) owned and operated by
the Affiliate and specified by the Affiliate in any application made pursuant
to Section 2.
11. “Commission” means the payment to be made by Intouch Games Limited to the
Affiliate in accordance with clause 7.
12. “Link” means the hypertext from the
Affiliate Site to the Platform.
13. “Linking Licence” means the non-exclusive, limited, revocable licence to provide a
Link from the Affiliate Site to the Platform, granted to the Affiliate by
Intouch Games Limited
14. “Linked Players” means players introduced to the Operator by the Affiliate via the
15. “Net Revenue” shall be defined as the total amount of Deposits by the Linked
Players less the total amount of Processed Withdrawals by the Linked Players in
the period after the deduction of all taxes and duties (or its equivalent or
replacement, at the then prevailing rate), and other disbursements, to include
but not exclusively limited to:
(a) software hosting and provisioning costs
(b) bank or financial intermediary handling charges (including for use of
“Electronic Wallets” and charge backs and refunds).
(c) losses due to fraud and bad debts of end users
(d) contributions to jackpots, loyalty shop prizes and other non-cash
(e) all direct costs of providing the service to users, including but not
exclusively limited to charges of ID and age verification, geographic location
verification costs, SMS distribution cost, PSMS cost, depositing payment
provider transactions, withdrawal transactions cost, fraud detection, system
updates & maintenance, player support & CRM systems.
16. “Payments” means payments
of a bounty payment based on:
(a) A percentage of Net Revenue; and / or
(b) A fixed amount for every new
registration that places at least one wager; and / or
(c) A fixed amount for every new depositor
that meets an agreed minimum deposit level
17. "Promotional Material" means the mFortune or PocketWin Casino name, logo and the
Website, Links to Platform and banners, advertising copy and other textual and
graphic material in whatever medium or form made available by the Operator to
the Affiliate for incorporation in the Affiliate Site, during the term of this
Agreement for the Purpose.
18. “Purpose” means
the promotion and advertisement of the Platform, designed to direct Linked
Players to the Platform.
SECTION 2: AFFILIATE PROGRAMME
19. The Operator reserves the right, at its
absolute discretion, to reject any application to participate in its Affiliate
the acceptance of any application, the Affiliate will be granted by the
Operator a Linking Licence and right to use the Promotional Material, in
accordance with Section 3.
Affiliate shall bear all costs and expenses incurred in connection with the
Affiliate Programme and the fulfilment of its duties and responsibilities under
3: LINKING LICENCE
22. During the term of this Agreement, the
Operator grants the Affiliate the Linking Licence, together with a
non-exclusive and non-transferable right to use (including the right to copy,
transmit, display and distribute) the Promotional Material for the Purpose.
Operator reserves the right to demand that the Affiliate to remove any Link or
Promotional Material from the Affiliate Site to the Platform.
Affiliate will comply with any direction that the Operator may give in relation
to the placing of the Link and the Promotional Material on the Affiliate Site.
Operator reserves the right to operate its Platform in the manner it deems
appropriate, including the right to alter, suspend or cancel any of the
Platform services at any time, with 30 days’ notice to the Affiliate.
SECTION 4: AFFILIATE DUTIES AND
26. the Affiliate shall not:
the Platform or the Promotional Material for any use other than the Purpose; or
any way reproduce the Platform or any part of its contents other than to the
extent permitted in Section 3 and necessary to fulfil the Purpose; or
or alter Promotional Material in any way; or
any way suggest that the Operator is endorsing any products or services other
than its own; or
the relationship between the Affiliate and the Operator or present any other
false information about the Operator; or
any of the Operator’s trademarks without express written permission from the
or use a Link in a manner that causes the Website or any portion of its content
to display within a frame, be associated with any advertising or sponsorship
not part of the Website, or otherwise incorporate Website content into a
third-party website; or
or use an inline link to any information file contained in the Platform; or
block or otherwise prevent display of any content of the Website; or
to the Website through any other URL or mirrored website; or
to the Website or refer to any Promotional Material if the Affiliate Site may
reasonably be considered to be obscene, defamatory, harassing, offensive or
malicious, or if the Affiliate Site infringes any third party rights or
otherwise does not comply with all applicable laws or regulations, or is in any
other way incompatible with the reputation of the Operator; or
or develop any brand names, graphics or logos which incorporate or are similar
to, derive from or are composite forms of any (i) Promotional Materials, (ii)
the Platform (or any part thereof), (iii) the words “mFortune” or “PocketWin”
(in any format), or (iv) any other intellectual property belonging to the
(m) apply to register any trademarks,
business names, company names or domain names, or attempt to bid for or
purchase any search advertising keywords (including, without limitation, via
Google Adwords), which contain or are similar to any of the Operator’s
intellectual property (including, without limitation, the Promotional
Materials) without the Operator’s express prior written consent.
carrying out its obligations, exercising its rights or performing any
activities pursuant to this Agreement, the Affiliate shall at all times comply
with any brand guidelines notified to the Affiliate by the Operator from time
Affiliate warrants that neither the Affiliate Site (whether or not such site is
notified to the Operator in accordance with an application made pursuant to
Section 2) or other media means:
targeted at persons under 18 years of age
child pornography or other illegal sexual acts, or
discrimination based on race, religion, nationality, sex, disability or sexual
illegal activities, or
third party intellectual property rights.
5: MARKETING MATERIALS
29. The Affiliate agrees that in fulfilling
the Purpose they will only use the Promotional Material made available by the
Operator on the Affiliate Site
materials will have to be approved in writing by the Operator.
Affiliate shall use its best efforts to ensure that the Promotional Material is
up to date at all times, including prompt compliance with any requests by the
Operator to remove and/or update any Promotional Material.
Operator does not allow hits from spamming or listing on newsgroups, deceptive
or unethical methods.
the event that any of the methods outlined in clause 32 exist, the Operator
will invalidate all current traffic and terminate an Affiliate’s account
without notice. Commission will not accrue to an Affiliate who abuses or
exploits third party platforms.
Affiliate shall not set aggressive Link strategies (exact match Links or Links
that appear in an unreasonably large volume – Links should appear natural) to
the Platform nor send unsolicited marketing communications, including (without
limitation) via email or SMS, containing reference to the Platform or any
related products and/or services to third parties without express written
permission from the Operator. The Affiliate will not duplicate Operator content
on their own page. If the Affiliate is found to be engaging in such activity,
the Operator shall be entitled to terminate this Agreement with immediate
effect and no further Commission shall accrue or be payable from the date of
Affiliate shall be solely responsible for ensuring that the use by it of any
Promotional Material shall not violate any law or regulation or adversely
affect the reputation of the Operator.
6: INTELLECTUAL PROPERTY RIGHTS
36. The Affiliate acknowledges that the
Platform and the Promotional Material (including without limitation, all content,
text, images, software, media and other materials) are proprietary to the
Operator, protected under copyright and other intellectual property laws, and
may not be reproduced, transmitted, displayed, published or distributed,
otherwise than in accordance with this Agreement, without the express prior
written consent of the Operator.
as expressly provided in this Agreement, nothing shall be construed to grant to
the Affiliate any right, title or interest in the Platform or the Promotional
Material and any use of the Platform and the Promotional Material shall be
solely for the Purpose.
Affiliate acknowledges and accepts that any and all goodwill that the Affiliate
generates in exercising the rights granted to it under this Agreement, are for
the benefit of the Operator and to the extent that any goodwill generated may
vest in the Affiliate, the Affiliate hereby transfers all such goodwill to the
SECTION 7: PAYMENTS
39. The Operator will make all
reasonable efforts to account to the Affiliate for all Payments due in respect
of a calendar month by the 16th of the following calendar month
unless the amount due is less than;
ACH-USD (US Affiliates Only)
40. The Affiliate shall be responsible for payment of
all VAT, sales or other taxes due under any applicable law on Payments made to
it by the Operator.
41. UK VAT Registered Affiliates are required to supply
the Operator with a VAT invoice covering the Affiliate’s Commissions on a
calendar monthly basis. The VAT invoice should include the Affiliate’s VAT
registration number, business name, business address and Affiliate ID. The
invoice should be received by the Operator by the 6th of the month
following the month in which the Commissions were earned. If no VAT invoice is
received by the 6th of the month following the month in which the Commissions
were earned, the Operator will treat the Affiliate’s Commissions as VAT
inclusive and pay to the Affiliate the Commission amount only. Furthermore, the
Operator will be under no obligation to make any retrospective adjustments to
the Payments made.
Affiliate Commission for April 2015 = £100
Affiliate is not VAT registered there is no need to provide the Operator with
an invoice. The Affiliate is however welcome to provide an invoice and in this
example the invoice would show:
Affiliate Share £100; VAT Nil;
Total Payable £100
If the Affiliate is VAT
registered the Affiliate is required to provide the Operator with a VAT invoice
by 6 May 2015. In this example the VAT invoice should show:
Affiliate Share £100; VAT £20;
Total Payable £120
If the Operator does not receive
the invoice by 6 May 2015 (in this example) it will be assumed that the
Earnings are VAT inclusive and in this example the Affiliate would be paid
42. If the Operator is required by law to
deduct withholding tax or any other taxes or duties from any Payments, then it
will deduct such amounts from the Payments before paying them to the Affiliate.
to the Affiliate will be made in UK Pounds Sterling using such payment details
as are provided by the Affiliate on the Registration Form.
Payments will be due in respect of:
wagers made on the Platform associated by this agreement including the mFortune
Brand and / or the PocketWin Brand made by or on behalf of:
(i) the Affiliate
parent undertaking or subsidiary of the Affiliate;
employee, agent or officer of the Affiliate or any parent undertaking or
subsidiary of the Affiliate;
any natural person related any of the above;
amount received by the Operator by means of the fraudulent or unlawful use of a
credit, debit or other payment mechanisms, or by any other fraudulent or
deposits made by the Linked Players associated by this agreement which are
subsequently cancelled, refunded, reversed, or charged-back. The Operator will
also be entitled to require repayment of Payments made as a result of such
Agreement provides no right for the Affiliate to audit the accounts and records
of the Operator.
Operator shall have the right to withhold permanently and/or recover any
Payments due or made to the Affiliate as a result of traffic not generated
using accepted internet marketing practices or as a result of fraudulent
activity by the Affiliate or the leads, regardless of whether harm is so caused
to the Operator. The decision of the Operator will be final.
before and after termination, the Operator will be entitled to set off any
amount owed to the Affiliate against any amount the Affiliate owes to the
Company whether under the Agreement or otherwise, and against any loss or
damage suffered by the Company whether in relation to the Agreement or
otherwise arising out of the Affiliate's acts or omissions.
8: DISCLAIMER, LIMITATION OF LIABILITY AND INDEMNITY
48. Neither party warrants that the
operation of their respective websites or other media means will be error-free
or uninterrupted and neither party will be liable to the other party for the
consequences of any such errors or interruption.
than in accordance with clause 28 neither party makes any warranties of any
kind, express or implied, including warranties of merchantability and fitness
in this Agreement shall operate to exclude or limit either party’s liability
(a) death or personal injury caused by its
other liability which cannot be excluded or limited under applicable law.
Operator shall not be liable to the Affiliate for any damage to software,
damage to or loss of data, loss of profit, anticipated profits, revenues,
anticipated savings, goodwill or business opportunity, or for any other
indirect or consequential loss or damage.
to clause 50 the Operator’s aggregate liability, arising in any calendar year
in connection with this Agreement and the Affiliate Programme, shall be limited
to direct damages, which shall in no circumstances exceed the total Commissions
paid to the Affiliate under this Agreement in that calendar year. Nothing in
this Agreement shall be construed to provide any rights or remedies to any
person or entity not a party to this Agreement.
Affiliate agrees to indemnify and hold the Operator harmless from and against
all claims, causes of action, losses, liabilities, damages, judgments, costs
and expenses resulting from any breach of this Agreement.
Affiliate shall provide the Operator with reasonable cooperation and assistance
in bringing and/or defending any claim or proceedings arising from or in
connection with any matter relating to this Agreement (including, without
limitation, the Website, the Application, the Promotional Materials and the
Operator’s intellectual property).
SECTION 9: TERM AND TERMINATION
55. This Agreement will continue in force
party notifies the other party in writing that it wishes to terminate the
Agreement, in which case this Agreement will be terminated immediately, without
prejudice to any rights accrued under this Agreement. Termination is at will,
for any reason, by either party; or
56. For the purpose of notification of termination, delivery via e-mail
is considered a written and immediate form of notification.
termination, the following provisions shall apply:
will no longer accrue or be payable by the Operator to the Affiliate.
the Operator continues to permit play from Linked Players after termination,
this will not constitute a continuation or renewal of this Agreement or a
waiver of termination.
termination of this Agreement, the Affiliate shall immediately:
or disable the Link;
the Link and the Operator’s name and other Promotional Material from the
Affiliate Site; and
any copies of material from the Platform which are in the Affiliate’s
possession, custody or control.
59. The failure by the Operator at any time
to require strict performance by the Affiliate of any provision of this
Agreement shall not affect in any way the Operators right to require such
performance at any time thereafter, nor shall a waiver by the Operator of a
breach of any provision of this Agreement be taken or held to be a waiver of
any subsequent breach of the same provision or any other provision.
invalidity or unenforceability of any provision of this Agreement shall not affect
the validity or enforceability of the remaining provisions.
Agreement constitutes the entire agreement between the parties and supersedes
any prior agreement between the parties relating to such subject matter.
parties understand and acknowledge that either party may enter into agreements
of this type with third parties.
Affiliate may not assign or sub-contract any of its rights under his Agreement
without the prior written consent of the Operator.
Operator reserves the right to amend this Agreement without written notice or
65. These terms and conditions supersede any other agreement with the Operator and the Affiliate made before or after the agreement of these Terms and Coniditions.
Agreement and any dispute or claim arising out of or in connection with it or
its subject matter or formation (including non-contractual disputes or claims)
shall be governed and construed in accordance with English law. Disputes
arising out of or relating to this Agreement, its subject matter or formation
(including non-contractual disputes or claims) shall be subject to the
exclusive jurisdiction of the English courts.
NOTE: Section 11-13 of the Terms
and Conditions shall only apply to Affiliates that have been approved onto the
Platform after the date of 31st July 2015.
SECTION 11: VIP LEVELS
67. VIP Levels are determined
according to the Affiliate’s current month performance based on the below
Gold 60% Rev Share
Min of £50,000 Net Revenue
Silver 50% Rev Share
£10,000 - £49,999 Net Revenue
Bronze 40% Rev Share
£1 - £9999 Net Revenue
E.g. If you were Silver level or lower at the start of July and generated £51,000
within the month of July, you would be upgraded to Gold level for your July’s
earnings and would receive a 60% revenue share.
68. Affiliates must meet the Net Revenue requirements in each level to qualify.
No exceptions will be made for shortfalls.
69. VIP levels will only be maintained each month based on your current months
activity and are not set for life once attained.
70. VIP levels must be attained by achieving the qualifying criteria and will
not be awarded for any other reason. No exceptions will be made.
EXECUTED by the duly authorised
representatives of the Parties.