Terms and Conditions
Affiliation Program Terms and Conditions (The “Agreement”)
By completing the Villento Affiliates application form and clicking “I Accept” on the Registration form, you have agreed to abide by the terms and conditions set out in this agreement.
The following are the complete terms and conditions to apply as a member of the Villento Affiliates affiliation program. Please read this agreement completely.
By referring banners or linking to the Villento Las Vegas site or Villento Affiliates site you are deemed to have agreed to be bound to the terms and conditions set out in this agreement.
1.1. ‘Casino Sites’ means the Villento Affiliates casino client websites located at http://www.villento.com and/or http://www.villentolasvegas.com and their related sites and pages.
1.2. ‘Player(s)’ means a person that enters the Sites via your Tracker(s) and deposited a certain amount of money.
1.3. ‘Tracker(s)’ means the unique tracking URL, code and tags that we provide exclusively to you, during the term of this Agreement, through which we track your marketing and calculate the Revenue due to you.
1.4. ‘Banners and Text Links’ means the graphical artwork or text that will be directed to our Sites home page at http://www.villento.com and/or http://www.villentolasvegas.com through your Tracker, to permit a Player to hyperlink from your website to our Site.
1.5. ‘Deposit(s)’ means funds deposited by Players to their Casino account.
1.6. ‘Casino Net Revenue’ will mean the sum of Bets made by players less Payouts to players less Progressive contributions less Non-cash items and promotional credits less Fraud and chargeback costs.
The Revenue share commission tier structure is as follows:
|Casino Net Revenue
||$0 – $14,999
||$15,000 – $29,999
1.7. ‘CPA commission structure’ is the amount paid per new player depositing a minimum of $50 that the affiliate partner refers to one of the Sites.
The affiliate will be paid on a set scale based on the number of players delivered in a calendar month.
1.7.1 ‘Duplicate player(s)’ means a player that opened more than one account on our Sites.
1.8. ‘Revenue program’ is the revenue program the specific affiliate relationship is based on, whether revenue sharing or CPA based.
1.9. Message Boards/Forums
A large amount of abusive/bonus seeking traffic is directed to our casinos via message boards/forums. Therefore we reserve the right to not accept traffic directed to us from message boards and/or forums. Any traffic coming from message boards and/or forums will be redirected to another location automatically unless exceptionally approved.
1.10. ‘Fraud Traffic’ means Deposits or traffic generated at the Site through illegal means or in bad faith to defraud the system, regardless of whether or not it actually causes us harm. Fraud Traffic includes but is not limited to Spam, false advertising and unauthorized use of any third party copyrights or trademarks.
2. Appointment of Affiliate
Upon submission of each Villento Affiliates Membership Application, Villento Affiliates shall evaluate such application and notify the Affiliate in writing of its decision to accept or reject the prospective Affiliate. Acceptance of an Affiliate’s application shall result in the granting of a non-exclusive license in the Program to the Affiliate, subject to the terms and conditions herein.
3. Our Rights and Obligations
3.1. Register your players
We will register your players and will track their play using the Tracker tags. We reserve the right to refuse customers (or to close their accounts) if necessary to comply with any requirements we may periodically establish.
3.2. Track players Play
We will track players play and will provide you with remote online access to reports of customer activity and the Advertising Revenue generated.
3.3. Payment of Fees
We will pay you a share of the Revenue (as defined above) we earn from players directed from your site after they open an account with us and based on Deposits they make for real money. We will pay you the relevant CPA fee based upon the number of players delivered, should you be eligible for the CPA program.
Villento Affiliates will only offer a CPA deal in special instances after an individual review of the affiliate’s traffic has been conducted. Affiliates who choose and are granted a CPA commission structure will receive no commissions for Duplicate Players and Abusive players. Villento Affiliates retain the right to change an affiliate partner’s CPA payment plan to revenue share payment plan at any time.
Villento Affiliates reserves the right to not pay the CPA payment in cases where we notice that the method is being abused, or where affiliates reward players a portion of the CPA amount in order to get them to sign up with the casino.
3.4. Revenue structure
Once the affiliate has chosen the revenue structures it wishes to work on, he cannot move from one revenue structure to another.
We may modify any of the terms and conditions contained in this Agreement, at any time and in our sole discretion, by posting a change notice or a new agreement on our site which we will notify you of. Modifications may include, for example, changes in the scope of available Advertising Revenue, fee schedules, and affiliation Program rules.
IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE OR NEW AGREEMENT ON OUR SITE (WHICH WE WILL NOTIFY YOU OF) WILL CONSTITUTE BINDING ACCEPTANCE OF THE CHANGE.
4. Your Rights and Obligations
4.1. Linking to the casino
By agreeing to participate in this affiliation Program, you agree to create a unique link from your site to one of the Villento Casino sites. You may link to us with one of our banners or with a text link or use email with links that refer players to our sites. We will terminate this agreement immediately if there is any form of spamming or if you advertise our casino in any other unauthorized way. You shall not make any claims, representations, or warranties in connection with us and you shall have no authority to, and shall not, bind us to any obligations.
Under no circumstances shall an Affiliate use or attempt to use any domain names to promote the Casino Clients which are or could be confusingly similar to the domain names registered by any Casino Clients. For purposes of clarification and not limitation, Affiliates may not use domain names which are identical or sound, appear or differ slightly from any of the Casino Clients’ domain names. Affiliate’s breach of this Section, as determined by Villento Affiliates, shall constitute grounds for Villento Affiliates immediate termination of this Agreement without notice to the Affiliate and forfeiture of any commission owed, in addition to any other rights or remedies available to Villento Affiliates under this Agreement or at law.
4.2. No Affiliate may participate in or be involved, either directly or indirectly, in the planning, generation, processing or dissemination of SPAM (unsolicited emails). Any form of SPAM will result in the commencement of a review of the Affiliate’s conduct within the Program as well as the withholding of any commissions pending the outcome of the investigation. Should Villento Affiliates or Villento Las Vegas incur damages, costs or expenses as a result of the Affiliate’s conduct, Villento Affiliates shall have the right to offset such Damages against commissions which are owed to the Affiliate.
4.3. Agency Appointment
By this Agreement, we grant you the non-exclusive right to direct customers to our site and services, 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 from others at any time to perform services of the same or similar nature as yours. You shall have no claims to Advertising Revenue or other compensation on business secured by or through persons or entities other than you.
4.4. Approved Layouts
Without our prior written approval, you will only use our approved banners and will not alter their appearance. The appearance and syntax of the hypertext transfer link are designed and designated by us and constitute the only authorized and permitted representation of our site. You may only use banners from Villento Affiliates banner archive.
4.5. Good Faith
You will not benefit from known or suspected traffic not generated in good faith whether or not it actually causes us damage. We reserve the right to retain all amounts due to you under this Agreement if we have reasonable cause to believe that such traffic has been caused with your knowledge. Even if you have not knowingly generated such traffic, we reserve the right to withhold Advertising Revenue with respect to such traffic.
4.6. Responsibility for Your Site
You will be solely responsible for ensuring that materials posted on your site are not libelous or otherwise illegal. We disclaim all liability for these matters. Further, you will indemnify and hold us harmless from all claims, damages, and expenses (including, without limitation, attorneys’ fees) relating to the development, operation, maintenance, and contents of your site.
4.7. License to use Marks
We hereby grant to you a non-exclusive, non-transferable license, during the term of this Agreement, to use Villento Affiliates intellectual-property marks (licensed, in turn by us, from their owner) solely in connection with the display of the banners on your site. This license 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 license to use the banners.
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 or our licensor’s rights in the marks, render the same generic, or otherwise weaken their validity or diminish their associated goodwill.
5.1. Charge-backs and Fraud costs
Charge backs and Fraud costs are defined as credit card transactions that are reversed or dishonored or cancelled, as a result of the credit card having being used in a fraudulent manner or a dispute by the card holder which results in the transactions being reversed.
Other payment or deposit reversals that arise out of non-credit card methods of purchase are included in this definition of charge-back and Fraud.
All charged back amounts and costs associated and resulting from such charge backs and Fraud will be deducted from your payment or the reserved funds that become owing to you.
5.2. Charge-back, credits during processing period.
If a charge back or credit occurs during the fee payment processing period (10 business days), we reserve the right to deduct the associated fees from the Advertising Revenues owing to you.
5.3. Fee Payment
Villento Affiliates calculates the commission payments at the end of each month and makes the payments on or before the 10th business day of the following month. Payments are made by wire transfer or direct payment to an online account designated by the Affiliate (i.e., Neteller, Click2Pay, FirePay, PaySpark, etc.).
The Affiliate is responsible for selecting the payment method. If the Affiliate does not specify a particular payment method, the payment will be made by check. Wire transfers will be subject to a US$35 processing fee and checks will be subject to a US$20 processing fee, both of which will be subtracted from any commissions paid to the Affiliate.
Fees charged by Affiliate’s online account shall be the sole responsibility of the Affiliate. The Affiliate is responsible for providing Villento Affiliates with correct payment information details (i.e. online account details, mailing address, and banking information).
The minimum payment amount that Villento Affiliates shall send to an Affiliate each month is one hundred dollars (US$100). Unpaid commissions each month shall be carried forward and added to the next month’s payment.
5.4. Commission when player is affiliate
Villento Affiliates reserves the right not to pay an affiliate partner for their personal losses in the casino.
6. Term and Termination
6.1. The term of this Agreement will commence when the Affiliate completes and submits the membership form and it is officially accepted by Villento Affiliates. Except as stated otherwise herein, the term will be ongoing unless and until either party sends written notification to the other that it wishes to terminate the Agreement. Upon receipt of written notification by either party, the Agreement will be considered to be terminated immediately. Termination is at will, for any reason, by either party. For purposes of notification of termination, email is considered a written and immediate form of notification.
Villento Affiliates may reactivate and backdate the levels after 5 new players have been registered in any one month period thereafter. These instances will be reviewed on an individual basis.
6.2. Upon termination:
You must remove all of our banners/icons from your site and disable the link from your site to ours.
All rights and licenses given to you in this Agreement shall immediately terminate.
If you have failed to fulfill your obligations and responsibilities, we may choose not to pay you the Advertising Revenue otherwise owing to you on termination.
We may withhold your final payment for a reasonable time to ensure that the correct amount is paid.
If we continue to permit play from customers after termination, this will not constitute a continuation or renewal of this Agreement or a waiver of termination.
6.3. Confidential Information
WE MAY TERMINATE THIS AGREEMENT IF WE DETERMINE (IN OUR SOLE DISCRETION) THAT YOUR SITE IS UNSUITABLE. Unsuitable sites include those that: are aimed at children, display child pornography or other illegal sexual acts, promote violence, promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, promote illegal activities, violate intellectual property rights.
6.4. Commercial Use Only.
This Marketing opportunity is for commercial use only, and you, your family members, friends, associates may not make Deposits, directly or indirectly, through your Tracker for your own personal use or to fraudulently increase the Advertising Revenue payables to you.
Transactions made in violation of this provision will be deemed Fraud Traffic and we will deduct such Deposits or traffic from your Advertising Revenue.
You shall defend, indemnify, and hold Villento Affiliates, their directors, officers, employees, and representatives harmless from and against any and all liabilities, losses, damages, and costs, including reasonable attorney’s fees, resulting from, arising out of, or in any way connected with:
7.1. Any breach by you of any warranty, representation, or agreement contained in this Agreement.
7.2. The performance of your duties and obligations under this Agreement.
7.3. Your negligence or any injury caused directly or indirectly by your negligent or intentional acts or omissions, or the unauthorized use of our banners and links or this Affiliation Program.
We make no express or implied warranties or representations with respect to the Affiliation Program, Villento Affiliates or marketing fee payment arrangements (including, without limitation, their functionality, warranties of fitness, merchantability, legality, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, we make no representation that the operation of our site will be uninterrupted or error-free and will not be liable for the consequences of any interruptions or errors.
9. Relationship of Parties
You and we are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. You will have no authority to make or accept any offers or representations on Villento Affiliates behalf. You will not make any statement, whether on your site or otherwise, that reasonably would contradict anything in this paragraph.
10. Limitation of Liability
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 Affiliation Program, even if we have been advised of the possibility of such damages. Further, our aggregate liability arising with respect to this Agreement and the Program will not exceed the total Advertising Revenue 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. Any liability arising under this Agreement shall be satisfied solely from the marketing fee generated and is limited to direct damages.
11. Independent Investigation
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 WEB SITES THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THIS AFFILIATION PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.
12.1.1. Governing Law
This Agreement is governed by the laws of the United Kingdom, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in the United Kingdom and the Affiliate irrevocably consents to the jurisdiction of its courts.
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. None of our employees, officers or agents may verbally alter, modify or waive any provision of this Agreement.
Our rights and remedies hereunder shall not be mutually exclusive, i.e., 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, the respective rights and obligations of the parties may be enforceable 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, it being the intent of this provision to make clear that our respective rights and obligations 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 theI 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. IN WITNESS WHEREOF, you expressly agree to the terms and conditions of this Agreement by downloading our banner and creating a link from your site to ours.
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