WINTOWN Products Affiliate Program Terms and Conditions.
This agreement (the "Agreement") establishes the Adhesion to the general terms and conditions (the "Terms and Conditions") to which the individual(s) or legal entity(ies) (the "Affiliate" or "You") that register at the website https://www.wintown.com.mx/ (the "Website"), and New Ads S.A. de C.V. (hereinafter referred to as "WINTOWN", "we", "us" or "our") are subject to, for the promotion and use of the entertainment and gambling products of WINTOWN’s exclusive use, the above 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 TO 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 A PART OF THE AFFILIATE PROGRAM.
You must accept and adhere to this Agreement without making any changes or modifications to it, in the terms stated below.
Affiliation is only available to persons with legal capacity to contract and with residence in the United Mexican States. Minors, those with legal incapacity to contract or those who have been temporarily or permanently suspended from the Website for having breached the Terms and Conditions or for having incurred, at WINTOWN's discretion, in acts of malice or fraudulent behavior through the use of the Website or the Products, may not become members, nor may they use the Products.
To confirm that you understand and accept the contract, click on "I agree".
WINTOWN is a legal entity specialized in gambling and betting online entertainment permitted by Mexican law. To carry out such activity, it has a services platform that includes a webpage www.strendus.com.mx (the "Products Website") and mobile apps where it offers, including, but not limitatively, Casino, Poker, Sportsbook, E-sports, Social Gaming, Fantasy, among others (the "Products").
For the purpose of this Agreement and on the terms and conditions hereinafter set forth, WINTOWN grants Affiliate the necessary authorities for the promotion of the Products and, as a consequence, the attraction and registration of new customers (the "Referrals" or "Customers" interchangeably) for the Products Website. In order to register and use the Web Site, you will need compatible hardware, software (the latest version is recommended and sometimes required), and Internet access (subject to any fees that may be charged by the applicable provider). The performance of our services may be affected by these factors.
If you wish to become a member of the 'Affiliate Program', you may do so online or contacting our affiliate leaders where you agree and adhere to the Terms and Conditions of this Agreement.
To register online, you must access www.wintown.com.mx and click on the "Register" button, where you must fill in each and every one of the fields marked as mandatory with the required information, and attach the documentation requested on the Web Site. Once this is done, you will be automatically assigned a username and password.
If you decide to register through an affiliation leader, you should call +52 (81) 1798-1161 or send an e-mail to firstname.lastname@example.org. Our affiliation leader will send you the application form and the list of documents to be attached to it.
In both cases, the application will be part of this Agreement. We reserve the right to accept or reject your application, being our decision final and absolute. We will notify you whether your application has been accepted or rejected via e-mail message and/or through one of our affiliate leaders, within 72 (seventy-two) hours after sending the complete application and the required documentation.
Once their application has been accepted and they 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 Affiliate generates for such purposes in accordance with the provisions of clause 4.1 of this Agreement.
For the purposes of this Agreement, a customer and/or referral shall be understood to be interchangeably those natural persons of legal age who register on the Products Website and who have been referred by the Affiliate without having been previously registered to the Products Website (hereinafter the "Customer" or the "Referral" interchangeably). All Referrals must comply with the terms and conditions set forth at the Products Website and provide the information requested for their 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.
3.1 Customer activity monitoring
We will constantly monitor the activities of the Clients in order to provide the AFFILIATE a report summarizing their activities within the Products, in which they will be able to access the activity report, which will be available for daily view.
4.1. Links to our web pages
By registering and being recognized by WINTOWN as an AFFILIATE, You agree to create and/or enable at your own cost and responsibility, URLs linking your website to the Website, the Product Website and/or any other that WINTOWN may add to provide new products. You may be linked to us through any of our banners (designs), e-mails, articles or with a text link in compliance at all times with the provisions for the use of approved designs and trademarks use license set forth in clauses 4.7. and 4.8. of this Agreement. This will be the only method by which You may promote Us.
4.1.1. Responsibility for your website
You are solely responsible for the development, management, and maintenance of your website and all material appearing on your website. For example, you shall be solely responsible for ensuring that all material appearing on your website does not constitute defamation or illegality. In addition, you shall be liable for any claims, damages or expenses (including legal costs) arising directly or indirectly from the development, management, maintenance and content of your website.
The 'Affiliate Program' of WINTOWN is for your direct participation. You may not open affiliate accounts on behalf of other participants. You may not open affiliate accounts for third parties, nor merge affiliate accounts without prior authorization from WINTOWN. If an AFFILIATE wishes to transfer its account to another AFFILIATE, they must request prior authorization from WINTOWN through the various means of communication. Approval is at our sole discretion.
The AFFILIATE undertakes to continuously promote the Products Website through the URLs that for such purposes the AFFILIATE has created and enabled within its online media available or created specifically for such purposes. They shall continuously and prominently incorporate and display the most current links provided, on all pages of their WEB site, in the manner and location previously authorized by us, without altering the form, location or operation of the links without our prior written consent. You may request the collection of commissions for Customers, referred to in this contract, provided that there is a continuous promotion on your part on the various Products. We reserve the right to reduce the per Customer commission rates if you reduce your efforts to refer new customers. The decrease or suspension of the promotion of our Web pages will be considered as early termination of the Agreement.
Through these Terms and Conditions, we give you a non-exclusive, non-transferable right to direct Customers to our Product Site and any other sites that WINTOWN may enable in accordance with the terms of this Agreement. This Agreement does not grant you any exclusive right or privilege to assist us with the provision of services that may be derived from Customers referred from your Web site. For obvious reasons, it is our intention at all times to endorse contracts and obtain assistance from other sources to perform services or activities of the same or similar nature as those derived from your affiliation. You shall have no right to claim any referral fees or any other compensation of any kind that are not derived from the management of your affiliation.
By registering to this 'Affiliate Program', you agree to create and maintain unique links that connect your website to WINTOWN's Web pages, products or platforms, within the www.wintown.com.mx site, or that are managed by such company. You may be linked to us through any of our banners (designs), e-mails, articles, or with a text link. This shall be the only method by which you can promote us.
4.3 Minimum referred customers
The AFFILIATE is obliged to refer at least 10 (ten) customers within 3 (three) months after the beginning of its affiliation contract. If the AFFILIATE does not comply with this requirement, at the end of this term, WINTOWN will close the AFFILIATE's account, without restriction on the AFFILIATE's ability to rejoin the Affiliate Program through a new account.
For the AFFILIATE to keep their account once the 3 (three) month term referred in the previous paragraph has elapsed, no more than 2 continuous months must elapse without the AFFILIATE having incorporated new Referrals and the Customers already incorporated remaining active, otherwise, WINTOWN, without prior notice, may terminate this Agreement. For such purposes, a Referral will cease to be active when they do not make at least one deposit and/or bet within a period of 6 continuous and uninterrupted months, and consequently, may no longer be considered at any subsequent time for the calculation of the collection of the AFFILIATE's commission.
4.4 Spam or junk mail
WINTOWN reserves the right to terminate this Agreement immediately and unilaterally in the event that you promote the Products Website with any form of junk mail or spam or if you choose to advertise the Products in any manner other than as provided herein. AFFILIATE shall not at any time make any claim, oblige WINTOWN against any third party, or provide any warranty in connection with us. Nor shall it have the authority to bind us to any obligation of any kind under this Agreement.
4.5 Intellectual Property
Affiliate may not purchase or register keywords, terms or other identifiers for use in any Internet search engine, portal, advertising service or any other customer search or referral service identical or similar to any trademarks registered by us or any of our affiliates, including any variations thereof or that include keywords that are identical or similar to any trademarks of WINTOWN or the Product Website, its licensee, operator, affiliates, subsidiaries, controlled, and/or controlling entities.
Affiliate hereby acknowledges that the information, data, text, software, sound, photographs, graphics, videos, messages, and materials contained within WINTOWN’s sites, as well as the designs therein, published or transmitted privately, are property of WINTOWN or the Product Website, unless otherwise specified. In the event that the Affiliate requires to print and/or copy the content available at our Website, they agree that it will be solely and exclusively for the promotional purposes covered by this Agreement and that any use other than as provided herein is prohibited.
In the event that the Affiliate generates content within its media, it shall be responsible for it, regardless of the manner in which it has been reproduced or the means by which it has been sent, and shall be liable for any damages caused by the distributed material, obliging themselves to hold WINTOWN or the Product Website, its licensee, operator, affiliates, subsidiaries, controlled and/or controlling companies harmless from any legal dispute.
Affiliate acknowledges that the Web Site and the Products Website, as well as any software necessary for connection with the Products may contain confidential information that may be protected by intellectual property or other applicable laws, and therefore agrees that content that is part of Affiliate’s advertising may be protected and/or limited for use by copyright, reproduction, trademark, patent or other proprietary rights and laws.
In view of the foregoing, Affiliate agrees not to modify, copy, reproduce, lease, lend, sell, distribute, or create works from any material contained in the Website, the Product Website or any other that WINTOWN may establish, and to refrain from creating works based on them, whether in whole or in part.
The total or partial reproduction of each and every one of the names that are used through WINTOWN's sites, as well as their designs, organization, compilation, compiling, information, magnetic or electronic transfers, digital conversion, logos, photographs, images, programs, source code, applications and any information generated, contained, spread or published on our websites, social media or mobile devices apps is prohibited, as they have been protected and registered in the name of WINTOWN or the Products Website, its licensee, operator, affiliates, subsidiaries, controlled or controlling companies.
4.6 Domain name registration
Accordingly, AFFILIATE may not register (or apply to register) any domain name similar to any domain name used by or registered on behalf of any member of WINTOWN and its affiliates, or any other name that may be associated with WINTOWN-related products or platforms.
4.7 Approved designs
You may only use the creative designs that we have previously approved and provided to you through the affiliate 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 other than the one previously approved. The appearance and syntax of the links shall be designed and designated by us and shall constitute the only permitted and authorized representation for the promotion of our Web pages. In particular, you must not create any direct link to promotional materials on any of WINTOWN's Web sites.
Prior to the publication of advertising material within your website, you must submit the final version of it to WINTOWN in order for it to be approved for publication, otherwise we will not be liable for any complaints, lawsuits or claims imposed by third parties with respect 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 grant this license to third parties assigned or transferred by You. Your right to use the Trademarks is limited and reduced only to this license. You shall not at any time assert the invalidity, unenforceability or doubt as to the ownership of the trademarks in any legal action or dispute of any nature, and shall not take any action that may affect our rights over the trademarks, weaken their validity or diminish the goodwill associated with them. In the event that third parties may misuse the trademarks, the AFFILIATE shall immediately notify us of such situation.
4.9 Good Faith
You may not knowingly benefit from any customer traffic that was not generated in good faith with or without the intent to cause us any harm. We reserve the right to withhold any monetary amount that may be due to You under the terms of this Agreement if we have reasonable grounds to believe that such Customer traffic was generated with your knowledge.
We reserve the right to freeze commission payments to AFFILIATE and/or suspend or close accounts where AFFILIATE abuses any of the offers or promotions of WINTOWN and its associated brands, 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.
5.1 Affiliate Commission.
The Affiliate, in compliance with the obligations of this Agreement, may be entitled to a variable commission ranging from 25% (twenty-five) to 40% (forty percent), which shall be calculated based on the Net Profit generated by the Clients. For the purposes of this Agreement, Net Profit shall be defined as follows:
- For Sportsbook activity, the Net Profit will be the gross amount received by us from all bets already determined, placed by Customers after deducting (i) the economic amount paid to Customers for bet wins, (ii) the amount paid as taxes (or any reasonable provision for taxes), (iii) debts incurred, (iv) fraud, (v) amounts betted that are refund, (vi) declined transactions on the instructions of the cardholder's card issuer, (vii) cancelled bets and (viii) bets/revenue bonuses, (ix) license expenses, (v) credits granted to users, and (vi) bonuses.
- For Casino activity, the Net Profit will be the value of the opening balance with the sum of the funds transferred after deducting (i) funds transferred out of the account, (ii) final balance, (iii) credits/bonuses granted to Customers, (iv) the amount paid in taxes (or any reasonable provision for taxes), (v) license expenses, (vi) transactions rejected by the cardholder's card issuer, (vii) debts incurred, and (viii) fraud.
- For Poker activity, the Net Profit will be the value of the player after deducting (i) the amount paid in taxes (or any reasonable provision for taxes), (ii) license expenses, (iii) bonuses on poker chips, (iv) transactions rejected by the cardholder's card issuer, (v) debts and (vi) fraud.
- For E-sports activity, the Net Profit will be the gross amount betted after deducting (i) cancelled bets, (ii) winnings, (iii) the amount paid in taxes (or any reasonable provision for taxes), (iv) license expenses, (v) credits granted to users, (vi) bonuses, (vii) transactions rejected by the cardholder's card issuer, (viii) debts and (ix) fraud.
- For Social Gaming activity, the Net Profit will be the gross amount betted after deducting (i) cancelled bets, (ii) winnings, (iii) the amount paid in taxes (or any reasonable provision for taxes), (iv) license expenses, (v) credits granted to users, (vi) bonuses, (vii) transactions rejected by the cardholder's card issuer, (viii) debts and (ix) fraud.
- For Fantasy activity, the Net Profit will be the gross amount betted after deducting (i) cancelled bets, (ii) winnings, (iii) the amount paid in taxes (or any reasonable provision for taxes), (iv) license expenses, (v) credits granted to Customers, (vi) bonuses, (vii) transactions rejected by the cardholder's card issuer, (viii) debts and (ix) fraud.
We reserve the right to change the commission percentage and calculating method of it as we deem appropriate, in accordance with the provisions of clause 5.2.
5.2 Method of calculating commissions
You may request the collection of commissions on the balance of your earnings in Sportsbook, Casino, Poker, Fantasy, Social Gaming, E-sports. If such balance is negative (either in Sportsbook, Casino, Poker, Fantasy, Social Gaming, E-sports), the corresponding deduction will be made from the available commissions.
The payment to which the AFFILIATE is entitled shall be determined in relation to the number of Clients registered at the Product Websites, and shall be in accordance with the following scheme:
The AFFILIATE understands and acknowledges that the debit and/or credit card deposits made by the Customers referred to our Site may become Chargebacks (claims for transactions not recognized by the Customers before their Bank and/or financial institution). In the event that the Customers referred by the AFFILIATE file a clarification, the resolution of which is in favor of the referred applicant, the AFFILIATE shall be responsible for the losses derived from such Chargebacks. The AFFILIATE accepts that the amount resulting from these Chargebacks will be deducted from the payment of the commissions to which it is entitled in the next corresponding periods and until its debt with WINTOWN is settled.
5.4 Customer commissions payment requests
Prior to requesting the collection of the corresponding per Client commission, the AFFILIATE’s, WINTOWN account must have a minimum of 10 (ten) Clients. The collection and payment of commissions is subject to compliance with the provisions of clause 4.3 and with the minimum payment specified below.
Affiliate agrees to the self-billing procedure with WINTOWN with respect to the payment of commissions for referring Customers. Under the self-billing procedure, if Affiliate wishes to request payment of any commission, they must do so through their account in WINTOWN's affiliate system. Once this is done, WINTOWN will issue an invoice with the information relating to their referral commission, which the Affiliate agrees to receive. Payment of any invoice is made according and subject to the terms and conditions set forth below. Affiliate agrees that they may not request any additional invoice a Tax ID Number ("R. F. C.", Spanish acronym for Federal Taxpayers Registry) with respect to their services as an AFFILIATE and must notify us in the event they change their R.F.C. or, in case of being a legal entity, change their corporate name. This self-billing procedure will remain in effect during the term of this Agreement.
The minimum amount of the commission payment request for referred clients per month will be in Mexican pesos for the following amount:
Requests for commission payments may be made based on their Net Profit:
(i) for the designated account of WINTOWN (recommended), or
(ii) wire transfer
Affiliate should be aware that, although WINTOWN will not charge any fees for wire transfers, their bank may charge a fee for such transactions, which must be covered by Affiliate.
6.1. Term and termination.
This Agreement will become effective upon approval of your application for affiliation and will continue in effect until either party notifies the other in writing of its intention to early terminate this agreement, which will be with immediate effects and with no liability for WINTOWN. Early termination, with or without valid reason, shall be at the will of each one of the parties. For more clarity, writs via e-mail addressed to the parties for such purposes shall be deemed to be an express and immediate form for the termination of this Agreement to be effective.
6.2 Inappropriate Web pages
We will cancel this Agreement if we determine (at our sole discretion) that your website is inappropriate. Inappropriate websites include, but are not limited to, websites that are directed to children and/or minors, contain any form of pornography or other sexual acts of an illegal nature, promote violence, promote racial, sexual or religious discrimination, promote xenophobia, discriminate against physical disability, sexual orientation or age, and promote illegal activities or violate intellectual property rights or any advertising regulations or code of practice, in addition to the promotion of Products of this type of pages, that is, directed at children and/or minors.
6.3 Duplicate accounts and self-referrals
You may not open more than one affiliate account without WINTOWN's prior written authorization, nor may you earn commissions for self-referred customers (that is to say, referring yourself or persons related to You) to WINTOWN's Product websites.
6.2. Termination Obligations.
Upon termination of the contractual relationship, the AFFILIATE must remove all our banners or icons from its Web site and disable all links from its website that transfer to all WINTOWN Product websites. All rights and licenses previously granted in this Agreement shall cease to be in effect immediately. You shall immediately return any confidential information in your possession and any copy of such confidential information in your possession, custody, and will immediately cease all use of the trademarks.
You agree that by virtue of the adhesion into this Agreement there shall be no relationship between the AFFILIATE, their website and any of the trademarks or products advertised within the Website.
WINTOWN and You are independent from each other and nothing in this Agreement will create any joint venture, partnership, joint business, agency, franchise, sales representation, or employment relationship between both parties. You shall have no authority to make or accept any offers or representation on behalf of WINTOWN. The affiliate may not make any statement, either on their website or elsewhere, that contradicts any of the terms of this Agreement. In the event of doing so, the AFFILIATE agrees to hold WINTOWN harmless from any claim that may arise, being liable for the payment of any damages including the payment of attorneys' and/or experts' fees or any other specialized professional fees that may be required.
During the term of this Agreement, there will be times 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 parties outside of this Agreement without our prior written consent and authorization. Accordingly, AFFILIATE agrees to use such confidential information only for reasons necessary for the purposes of this Agreement. AFFILIATE's obligations with respect to the confidentiality of such information shall survive the termination of this Agreement.
You agree that the nature of our business relationship is strictly confidential; consequently, 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) pursuant to the requirements of governmental agencies or as otherwise established by legal provisions.
You oblige: (i) to keep secret and strictly confidential all written information or electronic document of economic, market, administrative, operational, financial, business and legal technique nature, as well as other written materials and electronic data of a secret and confidential nature regarding information, data, documents, processes, diagrams, technology, manufacturing processes, processes and logistics 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 orally, by any means, material, writings and electronic data of secret and confidential nature concerning information, data, documents, processes, diagrams, technology, manufacturing processes, processes and logistics know-how, provided and/or developed by WINTOWN; and (iv) not to disclose, in writing or orally, by any means, information, material, writings and/or electronic data of secret and confidential nature relating to officers, employees, directors and/or shareholders of WINTOWN.
You will be directly and jointly and severally liable for any damages caused to WINTOWN for your misuse of confidential information, and for any act done in opposition to the restrictions set forth in the preceding paragraphs.
New Ads, S.A. de C.V. with domicile at 15 de Mayo No. 1027, Centro, Zip Code 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 regarding the operation subject of this document, as well as to send communication messages between us and You.
The use, safekeeping and general treatment of the personal data of both the AFFILIATE and the Client will be subject to the provisions of Mexican law and in accordance with the terms set forth in our privacy notice. For more information about the treatment and the rights that can be asserted, you can access our Privacy Notice at http://www.aevsa.com/aviso-de-privacidad.html
In cases where the AFFILIATE as the party responsible for the personal data or data subject to special treatment of its Referrals, in accordance with Mexican law, transfers personal data to WINTOWN, they shall communicate the privacy notice to the Referrals and the purposes for which it transfers 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 may not request and/or use the information collected at the Products Website, which will be subject to the safeguard and protection in accordance with the provisions of this clause and the privacy notice.
WINTOWN declares that the information provided by the AFFILIATE of its Referrals shall be used solely and exclusively for the purposes of this Agreement and shall refrain from using such information for other purposes.
WINTOWN supports the Global Compact Principles 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 compliance with principles such as the prohibition of forced or compulsory labor, abolition of child labor, discrimination in any form, and safe working environment. You, on your part, declare that you know, understand, and accept WINTOWN's Human Rights clause and guarantee that in the development of your activity and specifically in the execution of this Agreement, you do not practice or promote any type of behavior that may lead to the violation of these rights and/or principles.
You will defend, indemnify, and hold WINTOWN, its officers, its employees, or any of its representatives harmless from and against any issues, losses, damages or costs (including legal costs) resulting from: (a) any breach by Affiliate of any warranty, representation or term contained in this Agreement, (b) Affiliate's performance of the functions and obligations under this Agreement, (c) Affiliate's negligence, or (d) any damage caused directly or indirectly by Affiliate's intentional act or omission, or the unauthorized use of 'Affiliate Program' banners and links.
WINTOWN does not express or imply any warranties or representations with respect to the 'Affiliate Program', about ourselves or about the arrangements for the collection of commissions from referred customers (including, without limitation, functionality, fitness warranties, merchantability, legality or non-infringement), and does not express or imply any warranties arising in the course of performance, commercial treatment, or commercial use. In addition, we make no representation that the operation of our Web pages is interrupted or error-free, and we will not be liable for any consequences if any. In the event of any discrepancy between the reports provided at the www.wintown.com.mx system and WINTOWN's databases, the database reports will be deemed to be correct.
We will not be liable for any indirect, special or consequential damages (or any loss of revenue, profits or data) arising out of the performance of this Agreement or the 'Affiliate Program', even if we were notified in advance of the possibility of such damages. In addition, the total liability that WINTOWN may have with regards to this Agreement and the 'Affiliate Program' shall not exceed the total amount payable to You as commissions for referred customers 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 shall not imply any personal obligations of our officers, employees or shareholders. Any liability arising out of this Agreement shall be limited only to direct damages on commissions earned by referred customers.
You acknowledge that you have read and agree to the terms contained in this Agreement. You understand that at any time, we may (directly or indirectly) request customer referrals on terms that may differ from those contained in this Agreement, or manage or contract with Web sites that are similar to or compete with yours. You will also independently evaluate your willingness to participate in this 'Affiliate Program' and will not rely on any representations, warranties or statements not contained in this Agreement.
For all matters relating to the construance, compliance, and execution of this Agreement, You and WINTOWN agree to submit to the applicable legislation and to the competent Courts of the city of Monterrey, State of Nuevo León, expressly waiving any other jurisdiction that may correspond by reason of their current or future domiciles or that for any other legal or contractual cause may correspond.
Affiliate may not assign this Agreement to other parties, by any legal or other process, without WINTOWN's prior written consent. Subject to such restriction, this Agreement shall be binding upon, inure to the benefit of, and be enforceable against the parties and their respective successors and assignees.
WINTOWN may hereby assign all or part of the obligations hereunder to any affiliate and/or subsidiary of WINTOWN.
WINTOWN reserves the right, at its sole discretion, to amend any of the conditions contained in these Terms and Conditions or to replace it at any time by making any changes or establishing a new agreement on the Website. Such changes may include, for example, the referral commission percentage and the rules of the 'Affiliate Program'. If according to AFFILIATE'S criteria, any of the amendments are unacceptable, their only option may be to terminate this Agreement in the terms herein established and, as consequence, the AFFILIATE must immediately stop using the Web Site. Continued use of our 'Affiliate Program' after a change in the terms of the Agreement has been posted or a new Agreement has been established will mean that you implicitly accept such changes to the terms of the Agreement or the new agreement.
The fact that we cannot guarantee AFFILIATE's strict compliance with any of the terms contained in this Agreement shall not constitute a waiver by us of our legal right to enforce such provision or any other provision of this Agreement. We will not allow, nor will we acknowledge amendments, additions or deletions to the Conditions contained in this Agreement. None of our employees or agents shall have authority to make any amendment or agree to make any amendment of the terms set forth in this Agreement.
The rights and remedies contained in this Agreement shall not be exclusive for both parties, that is to say, the exercise of one or more of its provisions shall not prevent the exercise of any other provision. You acknowledge, confirm, and agree that a breach or threatened breach of this Agreement may result in improper damages and WINTOWN may pursue enforcement of this Agreement through specific action, court order, or other equitable remedy. Nothing in this Agreement shall limit or affect WINTOWN's rights, same which shall at all times be enforced in accordance with the law.
Whenever feasible, each of the terms contained in this Agreement shall be construed in an effective and valid manner under applicable law, however, if any condition of this Agreement is considered void, illegal or unenforceable, such condition shall be deemed to be ineffective only as to such void, illegal or unenforceable aspect and the remainder of the content of such condition shall not be affected thereby. The unenforceability of any of the rights shall not imply any waiver to them, and to be effective, it must be submitted in writing.
Version 3, revised on July 14, 2022