Coolbet Partners - Terms and conditions

Terms and Conditions for Coolbet Affiliate Program

These Affiliate Program Terms and Conditions form a binding agreement between the Company and you, the Affiliate. These terms apply to your performance in the Company’s Affiliate Program from the moment when the Company accepts you to the Affiliate Program.

Definitions

Affiliate shall mean the natural or legal person who applies to participate in the Affiliate Program;

Affiliate Account shall mean the account set up for the Affiliate in the Company’s Technical Platform to access commission structure and marketing materials;

Affiliate Agreement shall mean these terms and conditions and Affiliate Application which shall be a legally binding contract between the Affiliate and the Company;

Affiliate Application shall mean the application form found at https://coolbetpartners.com/
whereby the Affiliate applies to participate in the Affiliate Program;

Affiliate Program shall mean the Company's operated affiliate programme, whereby the Affiliate will market, promote and advertise the Coolbet Website and create Tracking Links to Coolbet Website and thereby be paid a commission as agreed between the Company and the Affiliate;

Affiliate Site shall mean the platform(s) and/or website(s) maintained and operated by the Affiliate that provide a hyperlink directly to one or more pages of Coolbet Website;

Company shall mean VG Estonia OÜ bearing registry code 14591789 registered address at Kai 4, 10111 Tallinn, Estonia;

Confidential Information shall mean any information, whether oral, visual, written or electronic, related to the business of the Company. This includes but is not limited to: (i) the Affiliate Program and any rules or documents issued to the Affiliate; (ii) data and documentation related to the business and clients of the Company, including client profiles, financial information and data, marketing plans and business strategies; (iii) Company’s business plans, expansion and other plans and intentions, operational models, sales and marketing information, market and business opportunities and strategies, marketing surveys, research and development projects; (iv) IT systems, software, technical data; (v) Company’s current and prospective Intellectual Property Rights; (vi) any other information relating to the Company that the Affiliate receives in connection with the performance of this Agreement. In case of any reasonable doubt, whether the particular information shall be treated as confidential and whether and to what extent it might be disclosed to third parties, the Affiliate shall consider such information as Confidential Information;

Coolbet Website shall mean the Company’s website www.coolbet.com and any other websites connected with it and/or specified by the Company;

Coolbet Brand shall mean names, logos, symbols, designations, emblems, designs, trademarks and all identifications, labels thereof bearing the word “Coolbet” and any variations of it which is owned and/or controlled by the Company and/or its related entities, or licensed to the Company and/or its related entities;

Commission shall mean the fee payable by the Company to the Affiliate for referring players to the Company’s Website;

Data Processing Agreement shall mean the data processing agreement concluded between the Company and the Affiliate as referred to in Section 8 of these Terms and Conditions;

Fraud shall mean any form of fraudulent or deceptive method committed by the Affiliate and/or referred player, which in the Company's sole opinion, is deliberately practised by the Affiliate and/or the referred player in order to secure a real or potential, unfair or unlawful gain, including but not limited to chargebacks, bonus abuse, collusion, dropping or stuffing cookies, referred player holding multiple accounts;

Intellectual Property Rights shall mean all copyrights and industrial property rights and similar rights of whatever nature anywhere in the world whether currently existing or coming into existence at some future time, whether registered or not, including (but not limited to) any copyrights and related rights, industrial design rights, patents and utility models, trademarks, business and domain names, database rights, software rights, topography rights, trade secrets, know-how and other legal rights anywhere in the world protecting such intangible property including, where applicable, renewals, extensions and applications for registration and the right to sue for damages for past and future infringement in respect of any of the same;

New Depositing Customer or NDC shall mean a new first-time customer of the Company having made a first deposit equal to or exceeding the applicable minimum deposit and made in accordance with the applicable terms and conditions on the Company’s website and referred by the Affiliate. The definition of NDC specifically excludes the Affiliate, its employees, as well as relatives and friends who are linked to the Affiliate. These excluded individuals will not be considered as NDCs, even if they meet the criteria of being a new first-time customer of the Company and making a first deposit equal to or exceeding the applicable minimum deposit;

Personal Data shall mean any information related to an identified or identifiable natural person to the extent that such information is protected as personal data under data protection laws;

Technical Platform shall mean https://affiliates.coolbet.com;
Tracking Link shall mean the web pages of the Affiliate Sites that provide a hyperlink directly to one or more pages of Coolbet Website.

Net Revenue shall mean total amount wagered by the referred players, minus winnings paid out, minus jackpot contribution, minus bonuses, minus chargebacks.

CPA Deal shall mean a cost per acquisition Commission structure whereby Affiliate receives a fixed payment for each NDC they refer who meets a NDC criteria;

Revenue Share Deal shall mean a Commission structure where Affiliate receives a percentage of the Net Revenue generated by the referred NDCs;

Hybrid Deal shall mean a Commission structure that combines different payment models, such as CPA Deal and Revenue Share Deal.

You/Your/Yours shall mean you in your capacity as an Affiliate.
Enrollment in the Affiliate Program
1. To become an Affiliate, You must submit a completed Affiliate Application registration form via the Affiliate Program website. The Company will evaluate Your application and notify You of its decision. The Company may accept or reject Your application at its sole discretion and our decision is final and not subject to any right of appeal.
2. You warrant that all information provided in Your Affiliate Application is true, accurate and complete. You must promptly update Your Affiliate Account with any changes to this information. The Company may, at its sole discretion, conduct verification checks at any time during the term of the Affiliate Agreement and require additional documentation from You.
3. By applying to the Affiliate Program you fully understand, accept and agree to these terms and conditions, which forms an integral part of the Affiliate Agreement.
Affiliate’s Rights and Obligations
1. It is Your sole obligation and responsibility to ensure that Your log-in details for Your Affiliate Account are kept confidential, safe and secure at all times.
2. By agreeing to participate in the Affiliate Program, You are agreeing to use all reasonable commercial efforts to market and promote the Coolbet Brand and Coolbet Website in good faith, with skill and diligence and in a manner reasonably believed to be in the best interest of the Company, its reputation and its goodwill.
3. The Affiliate shall be responsible for developing, operating and maintaining the Affiliate Website and Tracking Links and for all materials that appear on it.
4. You must comply with all applicable laws, including but not limited to gambling laws and regulations, advertising guidelines and standards and all regulations in all jurisdictions where you promote Coolbet Brand and Coolbet Website. Upon the Company’s request and on the basis of instructions provided by the Company, the Affiliate shall adjust its activities to be in line with the applicable laws.
5. You are allowed to only target territories and markets that have been agreed upon in the Affiliate Application. You are not, in any circumstance whatsoever, permitted to target Affiliate Links or Coolbet Brand and Coolbet Website in any territory or market where gambling is illegal or where the promotion, marketing or advertising of gambling and gambling products is illegal or prohibited.
6. You shall not perform any act, and that the Affiliate Website will not contain any material, which is libellous, discriminatory, obscene, threatening, unlawful or otherwise unsuitable or which contains sexually explicit, pornographic, obscene or graphically violent materials. The Affiliate shall not advertise (or cause to be advertised) the Coolbet Brand on any sites which may, in any manner, be considered to be obscene, immoral, unsuitable, promotes explicit sexual content, advocate violence, is unlawful or supports illegal activities.
7. You warrant and represent that you are not and do not intend to become involved in and shall not assist or permit any act or traffic that constitutes or can reasonably be expected to constitute as Fraud or illegal activity.
8. The Affiliate shall submit to the Company for prior approval any proposed use of any Company’s Intellectual Property and other elements of branding that the Affiliate may wish to make.
9. The Affiliate shall immediately notify the Company of any circumstances that may cause damage to the interests of the Company or jeopardise due and successful performance in the Affiliate Program. The Company has the right to withhold and/or reduce the agreed Commission deviating in scope, quality or timeliness from what has been agreed by the Affiliate according to the Affiliate Agreement.
10. The Affiliate will provide the Company with all the assistance and information requested to monitor its activity under the Affiliate Program, in accordance with the Section 4.2 of these Terms and Conditions.
11. The Affiliate shall be solely responsible for all risks, costs and expenses incurred in the performance of the obligations under the Affiliate Agreement.
12. The Affiliate agrees to notify the Company of any breach of the Affiliate Agreement, including but not limited to breaches by any laws, regulations, licence conditions, codes of conducts or advertising rules which apply to the Affiliate as part of the Affiliate Program. The notification shall be done in writing within the five (5) working days of the Affiliate becoming aware of the breach.
Company’s Rights and Obligations
1. The Company shall provide the Affiliate all information and marketing materials and advertising guidelines necessary for the Affiliate’s performance in the Affiliate Program. Nothing contained in this section shall be interpreted as to having the effect of relinquishing the responsibility of the Affiliate with respect to the manner in which the material provided to it by the Company is presented on the Affiliate Site(s) or is generally distributed (or any other medium to be used by the Affiliate for the purposes of the Affiliate Program) and for the suitability and compliance thereof with all applicable laws, rules and regulations.
2. The Company may monitor the Affiliate’s activities in order to ensure the Affiliate’s compliance with the Affiliate Agreement and the Affiliate shall provide (and at no charge) the Company with all data reasonably requested in order to perform such monitoring.
3. The Company may request the Affiliate to immediately remove any marketing or any other material which may be brought to its attention and which it deems, in its sole absolute discretion, to be in breach of any relevant advertising and/or marketing rules or applicable laws.
4. The Company makes no representation or warranty that the operation of its Technical Platform will be uninterrupted or error-free and the Company will not be liable for the consequences of any interruptions or errors.
5. The Company shall use its reasonable endeavours to ensure that whenever a New Depositing Customer is directed to its websites and registers an account, the relevant New Depositing Customer is identified as originating from the Affiliate Sites. Notwithstanding this obligation, the Company shall not be held liable for failure to track a New Depositing Customer if such failure is due to system error. In the event of a system error resulting from tracking failure, the Company shall use its reasonable endeavours to retroactively identify and attribute all New Depositing Customers originating from Affiliate Sites.
6. The Company shall track the New Depositing Customers’ bets and plays making available to the Affiliate a report summarising their activities, which the Affiliate can access from the Affiliate Account.
7. The Company may refuse any Affiliate's New Depositing Customer or close a New Depositing Customer's account if in the sole opinion of the Company, such action is deemed to be necessary to comply with the Company's internal policies and/or to comply with all applicable laws and regulations.
8. The Company reserves the right to freeze the Affiliate's Account with immediate effect and/or deduct money from Commission payable from the Affiliate if any traffic is deemed to have been referred through fraudulent means or in breach of this Agreement.
Commission and Payment Terms
1. The Company shall pay the Affiliate a Commission based on the Commissions structure agreed in the Affiliate Application.
2. The Affiliate is responsible for ensuring the accuracy of the payment details in its Affiliate Account. The Company shall not be liable for any delayed or lost payments resulting from inaccurate or incomplete payment details provided by the Affiliate.
3. The minimum amount of Commission payment is €100. If the Commission does not reach this minimum level the Company shall carry over such amount to the subsequent month.
4. Payment of Commissions validly due shall be made in accordance with the payment method chosen by the Affiliate in the Affiliate Application. By choosing bank wire transfer, payments shall be processed upon a valid and correct invoice from the Affiliate. Any fees or charges associated with the chosen payment method (e.g., bank transfer fees, currency conversion charges) shall be borne solely by the Affiliate and may be deducted from the Commission.
5. The Company shall pay the Affiliate the Commission within thirty (30) days at the end of the relevant monthly period.
6. The Company may appoint another affiliated company or a third party to process and effect payments on its behalf. The Company shall not be liable to the Affiliate for any delay in payments resulting from technical issues, actions or omissions of third party processors.
7. If an error is made in the calculation of the Commission, the Company reserves the right to correct such calculation at any time. In the case of any overpayment by the Company, the Company reserves the right to request a refund from the Affiliate or deduct the corresponding amount of overpayment to the Affiliate from the following month's Commission, and each month thereafter, until the debt is repaid in full.
8. The Affiliate shall have the right to receive Commission only after delivering 3 (three) NDCs on a monthly basis. In the case the Affiliate does not meet three (3) NDCs per month for a period of three (3) months in a row, the Company may, at its sole discretion and exclusive right, amend the Commission structure.
9. Negative Balance
  1. Negative balances from NDC performance will be zeroed out for Commission calculations and not carried over to the next month.
  2. In the event where the traffic directed by the Affiliate generates negative Net Revenue for three (3) consecutive months, then the Company may, in its sole discretion, immediately change the Commission structure from no negative carry over to negative carry over.
  3. In the event the Commission structure is changed from no negative carry over to negative carry over, any negative Net Revenue for the 3rd (third) month shall be transferred to the 4th (fourth) month. Upon the Affiliate’s compensating the accrued negative Net Revenue, the Affiliate will be reversed back to the Commission structure of no negative carry over.
10. Notwithstanding Clause 5.8.1, if in any given calendar month, a referred player from the Affiliate generates negative commissionable revenue of at least €25,000 (twenty-five thousand) then such referred player shall be deemed to be a high roller (“High Roller”). In calculating Commission for High Rollers; where commission earned by an Affiliate in relation to a High Roller(s) results in a negative amount in any calendar month then the Company shall have the right to carry forward any such negative amounts and the negative amounts will be applicable to and set off against any future Commission payable to the Affiliate in relation to the High Roller(s) until the negative balance has been fully set off against future positive commission. If any High Roller(s) has a negative commissionable revenue in excess of €25,000 (twenty-five thousand) in the last calendar month prior to the current unbilled calendar month then this negative commissionable revenue will be considered as negative carryover and used to calculate Commission for the current unbilled calendar month.
11. The Company shall provide the Affiliate with statements accessible through the Technical Platform detailing the number of New Depositing Customers, net revenue and the Affiliate’s Commission, if any, which have accrued to the Affiliate over the course of the calendar month.
12. The Affiliate understands and accepts that the real-time data in the Technical Platform is accurate, unless the Company notifies the Affiliate that there have been errors in tracking and data reporting.
13. The Company has the right to withhold any and/or all payments to the Affiliate if the Affiliate is in breach of any of the provisions of the Affiliate Agreement and/or if the Affiliate is indebted to the Company.
Confidentiality
1. Each party undertakes that it shall not at any time during this agreement, and for a period of five years after termination of this Agreement, disclose to any person any Confidential Information concerning the business, affairs, customers, clients or suppliers of the other party or of any member of the group of companies to which the other party belongs, except as permitted by Section 6.2.
2. Each party may disclose the other party's confidential information: (a) to its employees, officers, representatives or advisers who need to know such information for the purposes of exercising the party's rights or carrying out its obligations under or in connection with this Agreement. Each party shall ensure that its employees, officers, representatives or advisers to whom it discloses the other party's confidential information comply with this Section 6; and (b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority or listed stock exchange.
3. No party shall use any other party's Confidential Information for any purpose other than to exercise its rights and perform its obligations under or in connection with this Affiliate Agreement.
4. In case of any reasonable doubt, whether the particular information shall be treated as confidential and whether and to what extent it might be disclosed to third parties, the Affiliate shall consider such information as Confidential Information.
Intellectual Property Rights
1. The Company grants to the Affiliate a non-exclusive, non-transferable licence, during the term of the Affiliate Agreement to use the Company’s Intellectual Property Rights, which the Company may from time to time approve solely in connection with the display of the promotional materials on the Affiliate Website or in other such locations as may have been expressly approved in writing by the Company. This licence cannot be sub-licensed, assigned or otherwise transferred by the Affiliate. The Affiliate's right to use the company’s Intellectual Property Rights is limited to and rises only out of this licence. The Affiliate shall not assert the invalidity, unenforceability, or contest the ownership of any Company’s Intellectual Property Rights in any action or proceedings of whatever kind or nature and shall not take any action that may prejudice our rights in the Company’s Intellectual Property Rights, render the same generic, or otherwise weaken their validity or diminish their associated goodwill. The Affiliate must notify the Company immediately if the Affiliate becomes aware of the misuse of the Company’s Intellectual Property Rights by any third party.
2. Any use of the Company’s Intellectual Property Rights must be in accordance with any guidelines issued to the Affiliate and are always subject to the approval required in Section 3.7 of these Terms and Conditions. The Affiliate will not purchase or register keywords, search terms or other identifiers for use in any search engine, portal, app store, sponsored advertising service or other search or referral service and which are identical or similar to any of the Company’s trademarks or otherwise include the Company’s trademarks or variations thereof or include metatag keywords on the Affiliate Website which are identical or similar to any of the Company trademarks. The Affiliate will not register (or apply to register) any trademark or domain name or any similar trademark or domain name which is similar to any trademark, domain name or brand used by or registered in the name of any member of the Company, or any other name that could be understood to designate the Company.
3. By agreeing with the Affiliate Agreement, the Affiliate irrevocably, exclusively, unconditionally and to the maximum extent possible under applicable law assigns and transfers to the Company, free from all encumbrances and third party rights, all Intellectual Property Rights with respect to everything that has been, is being, or will, in the future, be made, developed, created or otherwise delivered by the Affiliate in the course of the Company Affiliate Program or in connection therewith (such objects hereinafter collectively, the works and such Intellectual Property Rights hereinafter collectively, the Rights). All such Rights are deemed automatically transferred to the Company as of the moment of their creation without any separate consideration payable and for the whole period of validity of the respective Rights.
4. If and to the extent it is impossible as a matter of law to transfer ownership to the rights specified in Section 7.3 of these Terms and Conditions from the Affiliate to the Company (including but not limited to the moral rights of the Affiliate as defined in the applicable copyright laws), the Affiliate, by agreeing upon the Affiliate Agreement with the Company, grants to the Company to the maximum extent possible under applicable law an exclusive (excluding also the Affiliate), perpetual, irrevocable, transferable, sub-licensable, fully paid-up, world-wide, unconditional and unlimited right (licence) to use, exploit and exercise such rights for the whole period of their validity in any manner now known or in the future discovered.
5. In order to ensure that the Company will be able to acquire, perfect, protect, use and exercise the rights assigned or licensed to it pursuant the above provisions the Affiliate shall:
  1. transfer possession and ownership to media, models, and other tangible objects containing Works to the Company, including delivery of a complete copy of the source code for any software, documented in sufficient detail to enable a reasonably skilled programmer to correct, integrate and modify it;
  2. sign any documents and take other actions at the Company’s request to assist the Company in the documentation, perfection, registration and enforcement of its rights, including (without limitation) to obtain acceptance of any applications for any rights and for procuring the grant of the rights pursuant to any such applications as well as for the registration of the Company as the sole proprietor of the rights;
  3. provide the Company with support and reasonable access to information for recording, perfecting, securing, defending, and enforcing such rights in any and all countries, including (without limitation) in case the validity of any Rights is challenged.
6. The Commission shall be deemed to cover remuneration for the transfer of the Intellectual Property Rights related to the Performance and the Affiliate, by agreeing upon the Affiliate Agreement with the Company, irrevocably and unconditionally waives any and all of its current and future rights and claims to receive any income, compensation or other payment in connection with any Intellectual Property Rights, including, without limitation, any right to receive any income, compensation or other payment on the account of any income or consideration receivable in connection with any invention or utility model being part of the performance.
Data Protection
1. The Company and the Affiliate shall comply with the applicable data protection laws and regulations when processing Personal Data.
2. If the Affiliate needs to process Personal Data on behalf of the Company for the performance in the Affiliate Program, it shall process Personal Data in accordance with the Terms and Conditions of the Data Processing Agreement (https://www.coolbet.com/en/data-processing-agreement).
Privacy Notice
1. This Privacy Notice explains how the Company collects, uses, and protects the Affiliate’s personal data when the Affiliate interacts with Affiliate Program.
2. Who is the controller of the Affiliate’s personal data? Any personal data provided to the Company by the Affiliate(s) as a part of the Affiliate program is controlled and stored by VG Estonia OÜ (registry code 14591789, address Kai 4, 10111, Tallinn, Estonia).
3. What data do we collect? The Company collects the following personal data from the Affiliates:
  - Username;
  - Email address;
  - First name;
  - Last name;
  - Company name;
  - Phone number;
  - Telegram username;
  - Microsoft Teams ID;
  - Whatsapp number;
  - Address, city, state, zip code, country;
  - Website URL;
  - Target market details;
  - Preferred contact method.
4. How does the Company collect the Affiliate’s data? The Company collects this data directly from the Affiliate when the Affiliate signs up for the Affiliate Program or updates profile.
5. How will the Company use the Affiliate’s data? The Company processes the Affiliate’s personal data for the following purposes:
  - To assess the Affiliate’s suitability as an Affiliate on Coolbet's Affiliate Program (Legal basis: Legitimate Interests)
  - To facilitate payments related to the Affiliate Program (Legal basis: Contractual Necessity)
  - To communicate with the Affiliate about Affiliateship with the Company (Legal basis: Consent)
  - To improve the Company’s services and ensure the most effective business operation (Legal basis: Legitimate Interests)
  - To fulfil legal and regulatory obligations (Legal basis: Legal Obligation)
  - The Company may use the identifiers provided for electronic communication tools (such as Telegram username, Microsoft Teams ID, or WhatsApp number) solely to contact the Affiliate through those respective channels for legitimate business purposes related to the Affiliate Program. (Legal basis: Contractual Performance)
6. International Transfers of Personal Data. In some instances, the personal data the Company collects may be processed outside the European Economic Area (EEA). When this is the case, the Company ensures there are appropriate safeguards in place to protect the Affiliate’s personal data.
7. How does the Company store the Affiliate’s data? The Company employs a variety of security measures to protect the Affiliate’s personal data and keep it confidential. The Affiliate’s personal data is stored on secure servers with restricted access.
8. For how long does the Company retain the Affiliate’s data?
  1. If the Affiliate’s application is unsuccessful, the Company will store the Affiliate’s personal data provided during the application process, for a period of 2 (two) years after the assessment regarding the Affiliate’s suitability for participation in the Affiliate's Program. This retention period is based on the Company’s legitimate interest and the purposes of such storage are the following: (1) to maintain an efficient operation by understanding which Affiliates have previously been rejected, thereby avoiding duplication of work and to prevent misuse; (2) to address potential disputes or litigation that may arise in future in connection with assessment and decision on the Affiliate’s unsuitability for Affiliateship; the Affiliate’s personal data may be used as evidence to support the decision and demonstrate the basis for the denial; (3) to assist us in assessing the Company’s decision-making process, to ensure consistent and fair decision-making process in future assessments of perspective Affiliates' suitability, to prevent any biased or discriminatory practices, to improve selection criteria or identify potential areas for improvement.
  2. . If the Affiliate’s application is successful, but Affiliate's relationships with the Affiliate were terminated either by the Affiliate or by the Company with or without reason, the Company will store the Affiliate’s personal data during 2 (two) years after such termination. This retention period is based on the Company’s legitimate interest and the purposes of such storage are the following: (1) to maintain an efficient operation by understanding who have previously been the Company’s former Affiliate, thereby avoiding duplication of work and misuse; (2) to address potential disputes or litigation that may arise in future in connection with the former Affiliate's relations, grounds for termination; the Affiliate’s personal data may be used as an evidence to support the decision to terminate participation in Affiliate's Programme and demonstrate the valid reason for termination; (3) to assist the Company to ensure consistent ongoing assessments of Affiliates' compliance and suitability, to identify potential areas for improvement.
  3. After the two-year period, the Affiliate’s personal data will be securely deleted from the Company’s systems unless otherwise required by law or for legitimate business purposes. By applying, the Affiliate agrees to this retention period.
9. What are the Affiliate’s data protection rights? The Company aims to ensure the Affiliate has all the rights available under applicable data protection laws. These rights may include the right to access, correct, delete, or limit the use of the Affiliate’s personal data.
10. How to lodge a complaint? If the Affiliate believes that its data protection rights have been breached, the Affiliate has the right to lodge a complaint with the relevant supervisory authority in the Affiliate’s country. If the Affiliate believes that the Company has not addressed the Affiliate’s concerns adequately, the Affiliate can contact the Data Protection Authority in its country.
11. How to contact the Company? If the Affiliate has any questions or concerns about Privacy Notice, or the Company’s privacy practices, or if the Affiliate wishes to exercise its privacy rights, please contact us at:
  - Email: privacy@coolbet.com or dpo@coolbet.com
12. Changes to the Company’s privacy policy. The Company keeps its Privacy Notice under regular review and places any updates on this webpage. This Privacy Notice was last updated on 16/11/2023.
Term and Termination
1. The term of this Affiliate Agreement shall commence on the date of approval by the Company of your registration and shall continue until terminated on notice by either party.
2. The Company may terminate the Affiliate Agreement at any given time, without any reason, with such termination being effective immediately. Affiliate may terminate this Affiliate Agreement at any given time without a reason by providing the Company at least 30 (thirty) days prior notice. For the purposes of notification of termination, either Party shall notify the other in writing, and notification via e-mail will be considered as a written form of notification and the Agreement shall terminate accordingly.
3. If an Affiliate does not generate a minimum of 3 New Depositing Customers registrations for the Company for greater than a three (3) month period, the Company may terminate the Affiliate from the Affiliate Program with immediate effect with or without notice to the Affiliate.
4. Upon termination the Affiliate must immediately remove all of the Company’s banners/icons from the Affiliate Sites(s) and disable all Tracking Links from the Affiliate Sites(s) to all the Company’s Websites. All rights and licences given to the Affiliate under this Affiliate Agreement terms shall immediately terminate. The Affiliate shall return to the Company any confidential information, and all copies of it in its possession, custody and control and will cease all uses of the Coolbet Brand.
5. The Affiliate hereby agrees and acknowledges that any breach of applicable laws or regulations may, without limitation, result in fines, penalties, breaches of license conditions and ability to do business, as well as potential civil and criminal action against the Affiliate or the Company by the respective authorities. Without prejudice to any of the Company's rights herein or at law, the Company may forthwith terminate this Agreement, in part or in its entirety, should the Affiliate act in breach of the foregoing and the Affiliate shall be held fully responsible and liable for any such resulting fine, penalty, claim, action, or loss which is caused to us as a result of its actions, omissions or default as the case may be.
Liability
1. The Affiliate shall be liable for any damages it has caused to the Company, by failure to duly and timely fulfil its obligations under the Affiliate Agreement and/or applicable laws and regulations. The Affiliate shall be fully responsible for the activities of its personnel and persons otherwise engaged by the Affiliate in the performance of the Affiliate Program.
2. The Company shall not be liable (in contract, tort, for breach of statutory duty or in any other way) for (i) any economic losses, including but without limitation, loss of profits, revenues, business, contracts or anticipated savings) of the Affiliate (ii) any indirect or consequential losses of the Affiliate; or (iii) any loss of goodwill or reputation of the Affiliate.
3. In case of a breach of the Affiliate Agreement by the Affiliate, the Company shall request the Affiliate to (a) immediately terminate such breach (b) surrender to the Company any revenues received in connection with such breach; (c) compensate the Company for damages caused by such breach (to the extent they exceed the contractual penalty). If the breach is continuous, the contractual penalty may be claimed per every commenced period of 30 (thirty) calendar days during which the breach has taken place.
  1. The amount of contractual penalty referred to in Section 11.3 of these Terms and Conditions shall be equal to the total amount of Commissions received by Affiliate from the Company per breach plus any other costs incurred by the Company due to such breach, such as, but not limited to, legal and fraud costs.
Indemnity
1. The Affiliate agrees to defend, indemnify and hold the Company and its group companies/affiliates, successors, officers, employees, agents, directors, shareholders and attorneys, free and harmless from and against any and all claims and liabilities, including reasonable legal and expert fees, related to or arising from:
  (a) any breach of Affiliate's representations, warranties or obligations under this Agreement;
  (b) Affiliate's use (or misuse) of the marketing material and the Company's and/or its group companies' intellectual property rights;
  (c) all conduct and activities occurring under Affiliate's user ID and password;
  (d) any defamatory, libellous or illegal material contained on the Affiliate Website(s) or Affiliate's information and data;
  (e) any claim or contention that the Affiliate Website(s) or the Affiliate's information and data infringes any third party's intellectual property rights or violates any third party's rights of privacy or publicity;
  (f) third party access or use of the Affiliate Website(s) or the Affiliate's information and data;
  (g) any claim related to Affiliate Website(s) or the Page Links; and
  (h) any violation of this Agreement or any applicable law;
2. The Company is entitled, at its full discretion and to the fullest extent permitted under the applicable laws, to set-off any due claims the Company has against the Affiliate with any claims the Affiliate has against the Company.
Force Majeure
1. Neither party shall be in breach of this Affiliate Agreement nor liable for delay in performing, or failure to perform, any of its obligations under this Affiliate Agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control. In such circumstances the affected party shall be entitled to a reasonable extension of the time for performing such obligations. If the period of delay or non-performance continues for six months, the party not affected may terminate this agreement by giving thirty (30) days' written notice to the affected party.
Governing law and dispute resolution
1. This Affiliate Agreement shall be governed and construed in accordance with the laws of Republic of Estonia and any dispute or claim arising out of or in connection with it or its subject matter or formation of this Affiliate Agreement must be brought in the Republic of Estonia and the Affiliate irrevocably consents to the exclusive jurisdiction of the Republic of Estonia courts.
Final Provisions
1. Unless agreed in writing by the Company’s contact person, any changes to the Affiliate Program will only apply to the newly acquired NDCs and will not affect players who were referred by the Affiliate prior to the changes.
2. If any provision or part-provision of this Affiliate Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this agreement.
3. The Company reserves the right to, at any time and at its sole discretion, with or without giving any prior notice to the Affiliate, amend, alter, delete or add any of the provisions of this Affiliate Agreement. When possible, a notice of the amendments will be sent to the Affiliate's registered email address and such notice will be deemed to be served once sent by the Company. The Affiliate's continuing participation in the Affiliate Program after any amendments or modifications have been made public will be deemed as the Affiliate's acceptance of the new terms and conditions. The Company and the Affiliate may agree to different terms for certain provisions of this Affiliate Agreement. Any such exceptions, however, must be confirmed in writing by both parties to be valid and will override the Company's general right to unilaterally amend those specific provisions.
4. Unless the Company and the Affiliate have explicitly agreed otherwise, the Affiliate shall not be entitled to assign or transfer any of its rights or obligations arising from the Affiliate Agreement to anyone except with the prior written consent of the Company.
5. All notices and other communications made or to be made under the Affiliate Agreement shall be made in English in writing or in a form reproducible in writing (unless a written form is explicitly required pursuant to the Affiliate Agreement) and shall be given to the addresses listed in the Company Technical Platform.
6. No delay in performing an obligation or in exercising any right under the Affiliate Agreement shall mean exemption of such obligation or waiver of such right, nor will separate or partial performance of any obligation or exercise of any right exclude further performance of such obligation or further exercise of such right.
7. The Company and the Affiliate are independent contractors, and nothing in the Affiliate Agreement shall create any affiliateship, joint venture, agency, franchise, sales representative, or employment relationship between the Company and the Affiliate. The Affiliate shall have no authority to make or accept any offers or representations on the Company’s behalf. The Affiliate shall not make any statement, whether on the Affiliate Sites(s) or otherwise, to contradict anything in this paragraph or that may be reasonably deemed to contradict this paragraph.

(V.3 DATED November 18, 2025)

Terms and conditions

Definitions

Enrollment in the Affiliate Program

Affiliate’s Rights and Obligations

Company’s Rights and Obligations

Commission and Payment Terms

Confidentiality

Intellectual Property Rights

Data Protection

Privacy Notice

Term and Termination

Liability

Indemnity

Force Majeure

Governing law and dispute resolution

Final Provisions