Terms and Conditions of the WINTOWN Affiliate Program Products.
This agreement (the “Agreement”) sets out the general terms and conditions (the “Terms and Conditions”) to which the natural or legal person(s) (the “Affiliate” or “you”) registering on the website https://www.wintown.com.mx/ (the “Website”), and New Ads S.A. de C.V. (which will appear indistinctly as “WINTOWN”, “we” or “our”) are subject to, for the promotion and use of WINTOWN’s exclusive use entertainment and gaming products, the foregoing in accordance with the provisions of article 1803 of the Federal Civil Code of the United Mexican States.
NOTICE: PLEASE READ THIS AGREEMENT CAREFULLY. BY PARTICIPATING IN THE AFFILIATE PROGRAM, YOU AGREE TO COMPLY WITH AND BE LEGALLY BOUND BY THE TERMS AND CONDITIONS OF THIS AGREEMENT. IF YOU DO NOT AGREE TO ALL OF THE TERMS OF THIS AGREEMENT, YOU MAY NOT BE PART OF THE AFFILIATE PROGRAM.
You must accept and adhere to this Agreement without making any changes or modifications to it, on the terms set forth later on.
The affiliation is only available to persons who have legal capacity to contract and who are residents of the United Mexican States. Minors, those who do not have such capacity, or persons who have been temporarily or definitively suspended from the Website for having breached the Terms and Conditions or for having incurred, at the discretion of WINTOWN, in fraudulent or malicious behavior or acts through the use of the Website or the Products, may not join, nor may they use the Products.
To confirm that you understand and accept the contract, click on “I accept”.
1. Introduction to Our Products.
WINTOWN is a legal person specialized in online gambling entertainment and betting collection allowed by the Mexican legislation. To carry out this activity, it has a service platform that includes a website www.strendus.com.mx (the “Products Website”) and mobile apps where it offers, without limitation, Casino, Poker, Sportsbook, E-sports, Social Gaming, Fantasy, among others (the “Products”).
The purpose of this Agreement and under the conditions detailed further on, WINTOWN grants the Affiliate the necessary powers for the promotion of the Products and as a consequence, the attraction and registration of new customers (the “Referrals” or “Customers” without distinction) for the Products Website. To register and use the Website, the Affiliate will need compatible hardware, software (the latest version is recommended and sometimes required) and Internet access (subject to any fees that may apply from the corresponding supplier). The performance of our services may be affected by these factors.
2. Your Application for Affiliation.
If you wish to become a member of the 'Affiliate Program', You may do so either online or by contacting our affiliation leaders where you will accept and adhere to the Terms and Conditions of this Agreement.
To register online, you must go to www.wintown.com.mx and click on the “Register” button, where you must fill in each and every one of the boxes marked as mandatory with the required information, and you must also attach the documentation requested on the Website. Then you will automatically be assigned a user name and password.
If you decide to register through an affiliation leader, you must call +52 (81)1798-1161 or send an email to email@example.com. Our affiliation leader will send you an application form and a list of the documents that you must attach to it.
In both cases the application will become part of this Agreement. We reserve the right to accept or reject your application, and our decision will be final and absolute. We will send you an email and/or through one of our affiliation leaders to notify you whether your application has been accepted or rejected, within 72 (seventy-two) hours of sending the completed application and the required documentation.
3. Registration of Customers and/or Referrals.
Once your application has been accepted and you are recognized as a WINTOWN Affiliate, the Affiliate may promote the Products Website with its customers, and direct them through some of its internet links (“URL”) that the Affiliate generates for such purposes in accordance with clause 4.1 of this Agreement.
For the purposes of this Agreement, a customer and/or referral will be understood to be any natural person of legal age who registers on the Products Website and who has been referred by the Affiliate without having previously registered on the Products Website (hereinafter referred to as the “Customer” or the “Referral”). All Referrals must comply with the terms and conditions set forth in the Products Website and provide the information requested for registration and use of the Products. We reserve the right to reject a Customer (or close an account) if necessary, in accordance with the terms and conditions for users of the Products Website.
1.2 Monitoring of Customer Activity
We will constantly monitor the activities of the Customers to provide the AFFILIATE with a summary report of their activities within the Products, in which the AFFILIATE will be able to access this activity report, which will be available for daily viewing.
4. Rights and Obligations of the AFFILIATE
4.1. Links to Our Websites
By registering and being recognized by WINTOWN as an AFFILIATE, You agree to create and/or enable, at your own cost and responsibility, URLs that link your website to the Website, the Products Website and/or any others that WINTOWN may add to provide new products. You may link to us through any of our banners (designs), emails, articles or with a text link in compliance with the provisions for the use of trademarks established in clause 4.7. This will be the only method by which You can promote us.
4.1.1. Responsibility of Your Website
You will be solely responsible for the development, management and maintenance of your website and all materials appearing on it. For example, You will be solely responsible for ensuring that all materials appearing on your website do not constitute grounds for defamation or illegality. In addition, You will be responsible for any claims, damages or expenses (including legal costs) arising directly or indirectly from the development, management, maintenance and content of your website.
The purpose of the WINTOWN 'Affiliate Program' is your direct participation. You may not open affiliate accounts on behalf of other participants. It is not allowed to open affiliate accounts for third parties, nor to merge affiliate accounts without prior authorization from WINTOWN. If an AFFILIATE wishes to transfer their account to another AFFILIATE, they must request prior permission from WINTOWN through the various means of communication. Approval is at our sole discretion.
The AFFILIATE agrees to continuously promote the Products Website through the URLs created and enabled for such purposes by the AFFILIATE within their available online media or created specifically for such purposes. The AFFILIATE shall continuously and prominently incorporate and display the most current links provided, on all pages of their Website, in the manner and location previously authorized by us, without altering the form, location or operation of the links without our prior written consent. The AFFILIATE may request the collection of commissions by Customers, referred to in this contract, provided that they carry out continuous promotion of the various Products. We reserve the right to reduce the commission rates per Customer if you reduce your efforts to refer new customers. Any reduction or suspension of the promotion of our websites will be taken as termination of the Agreement.
By these Terms and Conditions, we give you the non-exclusive and non-transferable right to direct customers to our Products Site and any other site that WINTOWN may enable in accordance with the conditions of this Agreement. This Agreement does not grant you any exclusive rights or privileges in assisting us with the provision of services that may be derived from Customers referred from your Website. For obvious reasons, it is our intention at all times to endorse contracts and to obtain assistance from other sources to carry out services or activities of the same or similar nature as those arising from your affiliation. You will not have any right to claim any commission for referred customers or any other compensation of any kind whatsoever that is not derived from the management of your affiliation.
By registering in this 'Affiliate Program' you agree to create and maintain unique links linking your website to WINTOWN websites, products or platforms within the site www.wintown.com.mx, or others managed by that company. You may link to us through any of our banners (designs), emails, articles, or with a text link. This will be the only method by which you can promote us.
4.3 Minimum Number of Referred Customers
The AFFILIATE agrees to refer at least 10 (ten) customers within 3 (three) months after the beginning of their affiliation agreement. If the AFFILIATE does not comply with this requirement, at the end of this period WINTOWN will close the AFFILIATE’s account, with no restriction on their re-entry into the Affiliate Program through a new account.
In order for the AFFILIATE to keep their account after the 3 (three) month period mentioned in the previous paragraph, no more than 2 continuous months should pass without the AFFILIATE having incorporated new Referrals and the Customers already incorporated remaining active, otherwise WINTOWN may, without prior notice, terminate this Agreement.
4.4 Junk Mail or Spam
WINTOWN reserves the right to cancel this Agreement immediately and unilaterally if you promote the Products Website with any form of junk mail or spam or if you choose to advertise the Products in any other way than as set out herein. The AFFILIATE may not at any time make any claim, bind WINTOWN to any third party, or give any warranty in connection with us. Nor shall it have the authority to bind us to any obligation under this Agreement.
4.5 Intellectual Property
The Affiliate may not purchase or register keywords, search terms, or other identifiers for use in any Internet search engine, portal, advertising service, or any other customer reference or search service that are identical or similar to any of the trademarks registered by us or any of our affiliates, including any variations thereof or that include keywords that are identical or similar to any of the trademarks of WINTOWN, its affiliates, subsidiaries, controlled, and/or controlling companies.
The Affiliate hereby acknowledges that the information, data, text, software, sound, photographs, graphics, videos, messages and materials contained in the WINTOWN sites, as well as the designs therein, published or transmitted privately, are the property of WINTOWN, unless otherwise specified. In the event that the Affiliate requires to print and/or copy the content available on our Website, they accept that it will be solely and exclusively for the promotional purposes subject matter of this Agreement and any use other than that stipulated herein is prohibited.
In the event that the Affiliate generates content within their means, they will be responsible for the same regardless of the manner in which it has been reproduced or the means by which it has been sent, and they must respond for the damages that this may cause due to the material distributed, undertaking to hold WINTOWN, its affiliates, subsidiaries, controlled and/or controlling companies harmless from any legal conflict.
The Affiliate acknowledges that the Website and any software necessary for connection with the Products may contain confidential information that may be protected by intellectual property laws or other applicable laws, and therefore agrees that the content that is part of the Affiliates advertising may be protected and/or limited to use by copyright, reproduction, trademark, patent or other proprietary rights and laws.
Subject to the foregoing, the Affiliate undertakes not to modify, copy, reproduce, rent, loan, sell, distribute, or create works of any material contained on the Website, the Products Website, or any other established by WINTOWN, and to refrain from creating works based on the same, either in whole or in part.
It is forbidden to reproduce in whole or in part any and all names used through the WINTOWN sites, as well as their designs, organization, collection, compilation, information, magnetic or electronic transfers, digital conversion, logos, photographs, images, programs, applications and any information contained or published on our sites, as they have been protected and registered in the name of WINTOWN, its affiliates, subsidiaries, controlled or controlling companies.
4.6 Registration of Domain Names
Likewise, the AFFILIATE may not register (or request the registration of) any domain name similar to another domain name used by or registered on behalf of any member of WINTOWN and its affiliates, or any other name which may be associated with the products, platforms related to WINTOWN.
4.7 Approved Designs
You may only use the creative designs that we have previously approved and provided to you through the affiliation leaders (banners, html, mailers, editorial columns, images and logos) and You may not change their appearance in any way, nor promote us with any other material than those previously approved. The appearance and syntax of the links will be designed and designated by us and will constitute the only permitted and authorized representation for the promotion of our Websites. In particular, You must not create any direct link to the promotional materials on any of the WINTOWN Websites.
Before publishing advertising material within your website, You must send WINTOWN the final version thereof in order for it to be approved for publication, otherwise we shall not be liable for any complaints, demands or claims by third parties with regard to such advertising.
4.8 License to Use Trademarks
During the term of this Agreement, we grant you a non-exclusive, non-transferable license to use the trademarks of the various Products solely for the purpose of displaying promotional materials on your website, provided that such publication is approved by us. You may not in turn grant this license to any third party assigned or transferred by You. Your right to use the trademarks is limited and reduced to this license only. You may not at any time assert the invalidity, unenforceability or questionability of ownership of the trademarks in any action or dispute of any nature, and You shall not take any action which may prejudice our rights on the trademarks, undermine their validity or diminish the goodwill associated with them. In the event that third parties may misuse the trademarks, the AFFILIATE must immediately notify us of such circumstance.
4.9 Good Faith
You may not knowingly benefit from any activity, customer traffic that was not generated in good faith either with or without the intention of causing us any harm. We reserve the right to withhold any monetary amount that may correspond to you under the terms of this Agreement, if we have reasonable grounds to believe that such Customer traffic has been generated with your knowledge.
We reserve the right to freeze commission payments to the AFFILIATE and/or suspend or close accounts where the AFFILIATE abuses any of the offers or promotions of WINTOWN and its associated trademarks, either with or without their knowledge. This includes, but is not limited to, situations where different customers place bets on opposite outcomes of the same event or section thereof, in order to minimize risk and claim bonuses.
5. Calculation and Payment of Commissions
5.1 Commission for the Affiliate.
The Affiliate, in accordance with the fulfillment of the obligations of this Agreement, may be entitled to a variable commission ranging from 25% (twenty-five) to 40% (forty percent), which will be calculated based on the Net Profit generated by the Customers. For the purposes of this Agreement, Net Profit shall be defined as follows:
- For the activity of Sportsbook, the Net Profit shall be the gross amount received by us in respect of all bets already determined, placed by Customers after deducting, (i) the financial amount paid to Customers in respect of winnings from bets, (ii) the amount paid in respect of taxes (or any reasonable provision of funds therefor), (iii) debts incurred, (iv) fraud, (v) amounts bet which are returned, (vi) transactions declined as per the instructions of the cardholder’s card issuer, (vii) cancelled bets and (viii) bonuses for bets/revenue, (ix) license fees, (v) credits granted to users, and (vi) bonuses.
- For the activity of Casino, the Net Profit shall be the value of the opening balance with the sum of the funds transferred after deducting (i) the funds transferred out of the account, (ii) the final balance, (iii) the credits/bonuses granted to Customers, (iv) the amount paid in taxes (or any reasonable provision of funds therefor), (v) license fees, (vi) transactions declined by the cardholder's card issuer, (vii) debts incurred, and (viii) fraud.
- For the activity of Poker, the Net Profit shall be the actual value of the player after deducting (i) the amount paid in taxes (or any reasonable provision of funds therefor), (ii) license fees, (iii) poker chip bonuses, (iv) transactions declined by the cardholder's card issuer, (v) debts and (vi) fraud.
- For the activity of E-sports, the Net Profit shall be the gross amount bet after deducting (i) voided bets, (ii) winnings, (iii) amount paid in taxes (or any reasonable provision of funds therefor), (iv) license fees, (v) credits granted to users, (vi) bonuses, (vii) transactions declined by the cardholder's card issuer, (viii) debts and (ix) fraud.
- For the activity of Social Gaming, the Net Profit shall be the gross amount bet after deducting (i) voided bets, (ii) winnings, (iii) amount paid in taxes (or any reasonable provision of funds therefor), (iv) license fees, (v) credits granted to users, (vi) bonuses, (vii) transactions declined by the cardholder's card issuer, (viii) debts and (ix) fraud.
- For the activity of Fantasy, the Net Profit shall be the gross amount bet after deducting (i) voided bets, (ii) winnings, (iii) amount paid in taxes (or any reasonable provision of funds therefor), (iv) license fees, (v) credits granted to Customers, (vi) bonuses, (vii) transactions declined by the cardholder's card issuer, (viii) debts and (ix) fraud.
We reserve the right to change the fee percentage and method of calculation as we see fit, in accordance with clause [*].
5.2 Method for Calculating Commissions
You can request the collection of commissions on the balance of your winnings in Sportsbook, Casino, Poker, Fantasy, Social Gaming, E-sports. If said balance is negative (whether in Sportsbook, Casino, Poker, Fantasy, Social Gaming, E-sports), the corresponding deduction will be made from your available commissions.
The payment to which the AFFILIATE is entitled will be determined in relation to the number of Customers registered in the Products Website, and will be in accordance with the following:
5.3 Requests for Payment of Commissions by Customers
Before the AFFILIATE requests the collection of the corresponding commission per Customer, their WINTOWN affiliate account must have a minimum of 10 (ten) Customers. The collection and payment of commissions is subject to compliance with the provisions of clause 4.3 and with the minimum payment specified further on.
The Affiliate accepts the self-billing procedure with WINTOWN regarding the payment of commissions for referring Customers. Under the self-billing procedure, if the Affiliate wishes to request payment of any commission, they must do so through their account in the WINTOWN Affiliate system. Once this has been done, WINTOWN will generate an invoice with the information related to their commission for referring customers, which the Affiliate agrees to receive. Payment of any invoice is made according to the conditions established below and is subject to the same. The Affiliate agrees that they may not request any additional invoice with a Federal Taxpayer Registry (“R.F.C.”) regarding their services as an AFFILIATE and must notify us if their R.F.C. changes or, for legal persons, if they change their business name. This self-billing procedure will remain in effect during the term of this Agreement.
Commission payment requests may be made one month after the effective date of your affiliation, Monday through Sunday, at a time of [*] (time GMT-5 Mexico City).
The minimum amount of the commission payment request for referred customers per month will be in Mexican pesos for the following amount:
Commission payment requests may be made according to their Net Profit:
(i) to a designated WINTOWN account (recommended), or
(ii) bank transfer
The Affiliate should consider that, although WINTOWN will not charge any commission for bank transfers, their bank may charge some amount in such transactions which should be covered by the Affiliate.
6. Duration and termination of the Agreement
6.1. Effect and Termination.
This Agreement shall become effective upon approval of your application for affiliation and shall continue in effect until either party notifies the other party in writing of its intention to terminate this Agreement early, in which case it shall be terminated immediately without liability to WINTOWN. Early termination, with or without reason, shall be willingly by both parties. For the purposes of termination and/or cancellation of this Agreement, written submissions via e-mail shall be considered as an immediate written form of notification.
6.2 Inappropriate Websites
We will cancel this Agreement if we determine (in our sole discretion) that your website is inappropriate. Inappropriate websites include, but are not limited to, websites that are directed at children and/or minors, that contain any form of pornography or other sexual acts of an illegal nature, that promote violence, that promote racial, sexual or religious discrimination, that promote xenophobia, that discriminate against physical disability, sexual orientation or age and that promote illegal activities or violate intellectual property rights or any advertising regulations or code of practice, in addition to the promotion of the Products on such websites, i.e. directed at children and/or minors.
6.3 Duplicate Accounts and Self-Referrals
You may not open more than one affiliate account without prior written permission from WINTOWN, nor may you earn commissions for self-referred customers (i.e. referring yourself or persons related to you) to the WINTOWN Products Websites.
6.2. Termination Obligations.
Upon termination of the contractual relationship, the AFFILIATE must remove all our banners or icons from their Website and deactivate all links on their Website that transfer to all the of the WINTOWN Products Websites. All rights and licenses previously granted to you in this Agreement shall cease to be in effect immediately. You shall immediately return any information of a confidential nature that you may have in your possession and any copies of such confidential information in your possession, custody, and shall immediately cease to use the trademarks.
7. Relationship of the parties
You agree that by adhering to this Agreement there will be no relationship between the AFFILIATE, their website and any of the trademarks or products advertised within the Website.
WINTOWN and You are independent of each other and no aspect of this Agreement shall create any link, partnership, joint venture, agency, franchise, sales representation, or employment relationship between the parties. You shall have no authority to make or accept any offer or representation on behalf of WINTOWN. You may not make any statement, either on your website or elsewhere, that contradicts any of the terms and conditions set forth in this Agreement. In the event of such a statement, the AFFILIATE agrees to hold WINTOWN harmless from any claim which may arise and is responsible for the payment of any damages including the payment of any legal fees and/or expert opinion or any other specialized professional required.
8. Confidential information
During the term of this Agreement, there will be occasions when You will be entrusted with confidential information about our business, management or underlying technology and/or the 'Affiliate Program' (including, for example, commissions earned through the 'Affiliate Program'). You will not disclose information or authorize the use of any confidential information to any third party or party outside this Agreement without our prior written consent and authorization. Furthermore, the AFFILIATE agrees to use such confidential information only for reasons necessary for the purposes of this Agreement. The obligations of the AFFILIATE with respect to the confidentiality of such information shall remain in effect upon termination of this Agreement.
You agree that the nature of our business relationship is strictly confidential; therefore, you may not disclose the nature of the transaction or the terms of this Agreement to any third party unless the information is disclosed: (i) to your accountants, attorneys and auditors to whom you disclosed the confidential nature of the information and who have agreed to treat the information as confidential; and, (ii) in accordance with the requirements of government agencies or as required by law.
You agree to the following: (i) to keep secret and strictly confidential all written information or electronic documents of an economic, market, administrative, operational, financial, business technical, and legal nature, as well as other written materials and electronic data of a secret and confidential nature concerning information, data, documents, processes, diagrams, technology, manufacturing processes, logistics processes and know-how developed by WINTOWN; (ii) to keep secret and strictly confidential all information and data, including any memorandum, report, manual, evaluation, e-mail, written and/or electronic document prepared by WINTOWN; (iii) not to disclose, in writing or verbally, by any means, the materials, writings and electronic data of a secret and confidential nature concerning information, data, documents, processes, diagrams, technology, manufacturing processes, logistical processes and know-how provided and/or developed by WINTOWN; and (iv) not to disclose, in writing or verbally, by any means, the information, materials, writings and/or electronic data of a secret and confidential nature relating to officers, employees, directors and/or shareholders of WINTOWN.
You shall be directly and severally liable for any damages caused to WINTOWN by the inappropriate use of confidential information by You, and for any act carried out in opposition to the restrictions constituted in the preceding paragraphs.
9. Personal Data
New Ads, S.A. de C.V. with address at 15 de Mayo No. 1027, Colonia Centro, C.P. 64000, Monterrey, Nuevo León, will use the data provided by You, in order to assign You a user account and password to access as an AFFILIATE and thus visualize the reports and information referring to the operation subject matter of this document, as well as to send communication messages between us and You.
The use, protection and general treatment of the personal data of both the AFFILIATE and the Customer will be subject to the provisions of Mexican laws and in accordance with the terms established in our privacy notice. For more information on the treatment and the rights that can be enforced, You can access our Privacy Notice at http://www.aevsa.com/aviso-de-privacidad.html
If the AFFILIATE, as responsible for the personal data or data subject to special treatment of their Referrals, in accordance with Mexican law, transfers the personal data to WINTOWN, they must communicate to the Referrals the privacy notice and the purposes for which they transfer such data and information.
The database generated as a result of the registration of the AFFILIATE’s Customers through WINTOWN will be the sole and exclusive property of the owners of the Products in which the Customer registers, so You will not be able to request and/or use the information collected on the Products Website, which will be subject to protection and safeguard as established in this clause and the privacy notice.
WINTOWN declares that the information provided by the AFFILIATE of their Referrals will be used solely and exclusively for the purposes of this Agreement and therefore will refrain from using such information for other purposes.
10. Human Rights
WINTOWN supports the Principles of the Global Compact and the United Nations Declarations on human rights, employment standards, environment and anti-corruption. It also declares its commitment to respect human rights both in its workplace and in its sphere of influence through the observance of principles such as the prohibition of forced labor, the abolition of child labor, discrimination in any form and a safe working environment. You, for your part, declare that you know, understand and accept the WINTOWN Human Rights clause and guarantee that, in the development of your activity and specifically in the execution of this Contract, you do not practice or promote any type of behavior that could lead to the violation of these rights and/or principles.
You will defend, indemnify, and hold WINTOWN, its officers, its employees, and any of its representatives harmless for any problems, losses, damages, or costs (including legal costs) resulting from: (a) any breach by the Affiliate of any warranty, representation, or term contained in this Agreement, (b) the performance by the Affiliate of its functions and obligations under this Agreement, (c) the negligence of the Affiliate, or (d) any damage caused directly or indirectly by the intentional act or omission of the Affiliate, or the unauthorized use of the 'Affiliate Program' banners and links.
WINTOWN does not express or imply any warranties or representations with respect to the 'Affiliate Program', about ourselves or the arrangements for the collection of commissions for referred customers (including, without limitation, functionality, warranties of suitability, merchantability, legality or non-infringement), and does not express or imply any warranties arising in the course of any performance, dealing or usage of trade. In addition, we make no representation that the operation of our Websites will be uninterrupted or error-free, and we will not be liable for any consequences if any. In the event of any discrepancy between the reports offered on the www.wintown.com.mx system and the WINTOWN databases, the reports in the databases shall be deemed to be correct.
13. Limitation of Liability
We will not be liable for any indirect, special or consequential damages (or any loss of income, profits or data) arising from the performance of this Agreement or the 'Affiliate Program', even if we have been notified in advance of the possibility of such damages. In addition, the total liability that WINTOWN may have with respect to this Agreement and the 'Affiliate Program' shall not exceed the total amount payable to you in commissions for customers referred under the terms of this Agreement. Nothing in this Agreement shall be construed as providing any right, remedy or benefit to any person, entity or party to this Agreement. Our obligations under this Agreement will not involve any personal obligation of our directors, employees or shareholders. Any liability arising from this Agreement shall be limited only to direct damages to commissions produced for referred customers.
14. Independent Investigation
You acknowledge that you have read and agree to the terms of this Agreement. You understand that at any time, we may (directly or indirectly) request for customer referrals on terms that may differ from those contained in this Agreement, or operate or contract with similar or competing websites. You will also independently assess your desire to participate in this 'Affiliate Program' and will not rely on any representation, warranty or statement not contained in this Agreement.
15. Applicable Law and Jurisdiction
For everything related to the interpretation, fulfilment and execution of this Agreement, You and WINTOWN agree to submit to the applicable legislation and the competent courts of the city of Monterrey, State of Nuevo León, expressly waiving any other jurisdiction that may correspond to you by reason of your present or future domiciles or that for any other legal or conventional cause may correspond to you.
16. Assignment to Other Parties
The Affiliate may not assign this Agreement to other parties, by any legal or other procedure, without the prior written consent of WINTOWN. Subject to this restriction, this Agreement shall be binding upon, inure to the benefit of, and enforceable against the parties and their respective successors and assigns.
WINTOWN may hereby assign all or part of its obligations hereunder to any affiliated company and/or subsidiary thereof.
17. Modification of the Agreement
WINTOWN reserves the right, at its sole discretion, to modify any of the conditions contained in these Terms and Conditions or to replace them at any time by making changes or establishing a new agreement on the Website. Such changes may include, for example, the percentage of commission for referrals and the rules of the 'Affiliate Program'. If any of such changes is deemed unacceptable by the AFFILIATE, their only option is to terminate this Agreement and stop using the Website. Their continued use of our 'Affiliate Program' following the publication of a change to the terms of the Agreement or the establishment of a new agreement will mean that they implicitly accept such changes to the terms of the Agreement or the new agreement.
The fact that we cannot ensure strict compliance with any provision of this Agreement by the AFFILIATE shall not constitute a waiver by us of our legitimate right to enforce such provision or any other provision hereof. We will not permit, nor acknowledge, any modification, addition or deletion of the Terms contained in this Agreement. None of our employees or agents shall have any authority to make any modification or agree to any modification to the terms of this Agreement.
The rights and remedies contained in this Agreement shall not be exclusive to both parties, that is, the exercise of one or more of the provisions of this Agreement shall not prevent the exercise of any other provision. You shall acknowledge, confirm, and agree that in the event of a breach or threatened breach of this Agreement may result in improper harm and, therefore, WINTOWN may pursue compliance with it by a specific action, court order, or any other equitable relief. None of the terms set out in this Agreement shall limit or affect the legal rights of WINTOWN, which shall at all times be enforced as provided by the law.
To the extent possible, each of the conditions contained in this Agreement shall be construed in an effective and valid manner under applicable law; however, if any condition of this Agreement is deemed invalid, illegal or unenforceable, such condition shall be deemed to be ineffective, only with respect to that aspect of invalidity, illegality or unenforceability without the remaining content of such condition being affected thereby. The unenforceability of any of the rights shall not imply any waiver of such rights, and to be effective, such waiver must be in writing.
I accept the terms and conditions
Version 3, revised on May 05, 2020