Before becoming an Affiliate, please be certain that you have read and understood this agreement in its entirety. Your use of this website and/or registration as an Affiliate constitutes your agreement to these terms and conditions. The terms and conditions on this page are updated periodically so be sure to refer back often to assure that you are familiar with all of the terms and conditions at all times; you the Affiliate will be bound by these changes.
1. Definitions
2. Terms of use
3. Appointment as an Affiliate
4. Grant and Nature of License
5. Use of Intellectual Property and Marketing Material
6. Bonne Chance's Obligations
7. Affiliate Obligations
8. Confidential Information
9. Data Protection
10. Money Laundering
11. Commission
11.A.1 Commission Schedule
12. Termination
12.A.1 Sale of Business
12.A.2 Death of Affiliate
13. Relationship of Parties
14. Indemnity, disclaimers and Limitation of Liability
15. Miscellaneous
RECITALS
Whereas:
(a) Bonne Chance NV (“Bonne Chance”) is the operator of the Affiliate Program; and
(b) Affiliates may market and promote the casinos represented by the Affiliate Program; and
(c) These terms and conditions govern the relationship between Bonne Chance and you, the Affiliate.
NOW THEREFORE YOU AGREE AS FOLLOWS:
1. Definitions:In these terms and conditions the following words and expressions shall have the following meanings:
1.1 'Affiliate' shall mean you, a natural or juristic person that may or may not be associated with another as a parent, subordinate, subsidiary, or member who has registered and is accepted by Bonne Chance as an Affiliate in the Affiliate Program;
1.2 'Affiliate Program' shall mean the affiliate program operated by Bonne Chance;
1.3 'Commission' means the commission set out in the Commission Schedule;
1.4 'Confidential Information' shall mean:
1.4.1 any information of whatever nature which is not in the public domain, which has been or may be obtained by the Affiliate from Bonne Chance, relating to Bonne Chance's information and whether in writing or in electronic form or pursuant to discussions between Bonne Chance, or which can be obtained by examination, testing, visual inspection or analysis, including, without limitation, scientific, business or financial data, know-how, formulae, processes, designs, sketches, photographs, plans, drawings, specifications, sample reports, models, customer lists, price lists, studies, findings, computer software, inventions or ideas;
1.4.2 analyses, concepts, compilations, studies and other
material prepared by or in possession or control of the recipient
which contain or otherwise reflect or are generated from any such
information as is specified in this definition and includes any
dispute between the Affiliate and Bonne Chance resulting from this
Agreement;
1.5 'Copyright' for purposes of this agreement shall be limited to the existing and future copyright in the trade mark devices, logos, getup, trade dress, websites, Marketing Material and/or trading styles relating to, or incorporated in, Bonne Chance's Websites.
1.6 'Customer' shall mean a person or entity that the Affiliate directs in any manner to Bonne Chance and who can be linked to the Affiliate's Affiliate ID and who opens an account with Bonne Chance. By opening an account with Bonne Chance, that person or entity will become Bonne Chance's Customer and, accordingly, all of Bonne Chance's rules, policies, and operating procedures will apply to them;
1.7 'Derivative Domain Name' shall mean any domain name which is not a Prohibited domain name, and which incorporates in whole, or in part, any of the Trade Marks.
1.8 'Derivative Website' shall mean a website established by the Affiliate, which incorporates in whole, or in part, any of the Intellectual Property;
1.9 'Fraudulent Activity' shall mean a deception which in the sole opinion of Bonne Chance is deliberately practiced by a Customer or an Affiliate in order to secure a real or potential, unfair or unlawful gain
1.10 'Intellectual Property' shall mean all intellectual property rights including copyright, trademark and industrial design rights that are the rightful property of Bonne Chance.
1.11 'IP Documentation' shall mean the written document(s)
published by Bonne Chance from time to time on the Bonne Chance
site containing:
1.12.1 a non-exhaustive, directory of the Intellectual Property; and
1.12.2 detailed instructions and guidelines pertaining to the appropriate use and application of the Intellectual Property.
1.12 'License' shall mean a non-transferable and non-exclusive right granted to the Affiliate by Bonne Chance to use the Intellectual Property only as is strictly necessary to adequately and effectively direct Customers to Bonne Chance's Website/s, in accordance with the terms and conditions of this Agreement.
1.13 'Marketing Material' shall mean various forms of branded, creative material, including but not limited to, online banners, html and text mailers, promotional material and other online and offline marketing material which Bonne Chance may provide the Affiliate.
1.14 'Casino Gross Revenue' shall mean the sum total of all of a Real New Player's bets while playing at the casino, less the winnings of the Real New Player, less any credits, bonus or promotional amounts given to the Real New Player, less any chargebacks (including amounts paid as a result of credit card abuse or fraud, or paid to a Real New Player by Bonne Chance to settle a claim involving the allegation of credit card or other abuse or fraud) or any uncollectable revenue attributable to Real New Player.
1.15 'Bonne Chance's Websites' are websites situated at, but not
limited to, the following URLs:
pantasia.com
www.pantasia.com
pantasia.net
www.pantasia.net
1.16 'Bonne Chance's Products' shall mean
Pantasia Casino
Pantasia Online Casino
1.17 'Notice' shall mean a written document
1.18 'Parties' shall mean Bonne Chance and the Affiliate
1.19 'Prohibited Domain Name' shall mean a domain name, irrespective of territory or Top Level Domain (TLD), which is identical or confusingly similar to Bonne Chance's, and which the Affiliate is prohibited from registering, acquiring and/or using in any manner or form whatsoever.
1.20 'Bonne Chance' shall mean Bonne Chance Limited trading as Bonne Chance
1.21 'Second-tier Affiliate' shall mean a person or entity that the Affiliate directs in any manner to Bonne Chance and who can be linked to The Affiliate's Affiliate ID, which person or entity becomes an Affiliate of Bonne Chance;
1.22 'Spam' means any electronic mail message the primary purpose of which is the commercial advertisement or promotion of a commercial product or service (including content on an Internet website operated for a commercial purpose).which is intentionally transmitted to multiple commercial electronic mail messages from or through a computer
1.23 'Agreement' shall mean this affiliate agreement, including the online application form, these terms and conditions and all appendices and annexes incorporated therein by reference, including all future updates and additions thereto.
1.24 'Trade Marks' for purposes of this agreement shall be limited to mean the trade mark applications and registrations listed in the IP Documentation, including equivalent and/or similar applications and registrations in all other countries, the goodwill and/or reputation which attaches to all the aforementioned, as well as the goodwill and/or reputation in the getup, trade dress and/or trading style which relate to or are associated with the registered and/or unregistered trade marks;
1.25 'Written' or 'Writing' shall include e-mail
1.26 'Term' shall be the term of this Agreement, commencing on
the activation of the Affiliate's account (commencement date) and
remaining in full force and effect until the Affiliate's account is
terminated in accordance with this Agreement (termination
date).
2.1 An Affiliate must successfully comply with the provisions of
Clause 3 of this Agreement and be accepted by Bonne Chance prior to
this Agreement coming into force and effect. The Affiliate's
application to become an Affiliate in the Affiliate Program in
terms of Clause 3 confirms the Affiliate's acceptance of the terms
of this Agreement.
3.1 Bonne Chance shall evaluate the Affiliate's application on submission thereof.
3.2 Upon request from Bonne Chance, the Affiliate will provide
Bonne Chance with:
3.2.1 A list of Derivative Domain Names;
3.2.2 Information on how these domain names are being used;
3.2.3 Information on the quality of a Derivative Website including but not limited to information about the website's content, and design;
3.2.4 The Affiliate's application information will be compared to the domain name registration information in a WHOIS database for those domain names identified in Clause 3.2.1 above;
3.2.5 Information about the Affiliate's area of focus including but not limited to online casinos initiatives;
3.2.6 The Affiliate's preferred marketing methods; and
3.2.7 The Affiliate's target market.
3.3 After submitting the information required in Clause 3.2, the Affiliate will be required to confirm the information provided on registration as well as any additional information provided.
3.4 The Affiliate will provide proof of identification including, where possible, a government-issued identification number.
3.5 The Affiliate must also provide Bonne Chance with its banking details for the payment of Commission.
3.6 After having complied with the foregoing, the Affiliate will be notified in a timely manner of Bonne Chance's acceptance or rejection of the Affiliate's application. The Affiliate acknowledges and agrees that the acceptance of his application depends in part on its compliance with the provisions of this Clause. The acceptance or rejection of any application made by an Affiliate is at Bonne Chance's sole discretion.
3.7 Should Bonne Chance accept the Affiliate's application the Affiliate will be granted a license in accordance with Clause 4 of this Agreement.
3.8 The Affiliate hereby consents to Bonne Chance independently
verifying any information provided to it by the Affiliate pursuant
hereto and any other information provided to Bonne Chance by the
Affiliate from time to time pursuant to a specific request by Bonne
Chance for such information.
4.1 Upon activation of the Affiliate's account, and subject to
this Agreement, particularly clause 5 hereunder, Bonne Chance
hereby grants to the Affiliate the License for the Term. For the
sake of clarity, the Affiliate's use of the License is limited
to:
4.1.1 Acquiring and using a Derivative Domain Name/s;
4.1.2 Establishing, hosting, publishing and marketing a Derivative Website/s; and
4.1.3 Acquiring and using the Marketing Material for the exclusive benefit of Bonne Chance.
4.2 The Affiliate shall not have the right to sub-license the Intellectual Property in any way whatsoever, either in whole or in part to any third party.
4.3 Any right not specifically granted in this Agreement is
specifically reserved for the exclusive use of Bonne
Chance.
5.1 Prohibited Domain Names:
5.1.1 The Affiliate may not register a Prohibited Domain Name.
5.1.2 Should an Affiliate register a Prohibited Domain Name, and without prejudice to any legal remedy or right that Bonne Chance may have at law, Bonne Chance shall be entitled to terminate this Agreement with immediate effect and claim transfer of the Prohibited Domain Name to the Merchant.
5.1.3 A decision as to whether or not a particular domain name
is a Prohibited Domain Name is left to the sole discretion of Bonne
Chance. Bonne Chance's decision in this regard will be final and
binding on the Affiliate.
5.2 Derivative Domain Names:
5.2.1 The Affiliate may register and use one or more Derivative
Domain Names.
5.2.2 The Affiliate will furnish Bonne Chance with a written, accurate and complete list of Derivative Domain Names that the Affiliate has or intends to register, acquire or use. Any new additions or amendments to the Affiliate's list of Derivative Domain Names will be communicated to Bonne Chance as soon as is reasonably possible.
5.2.3 The Affiliate recognizes and accepts that Derivative Domain Names will at all times remain the beneficial 'property' of Bonne Chance and in this regard agrees to hold the Derivative Domain Name in Trust on behalf of Bonne Chance for the Term. On expiry of the Term the Affiliate will transfer, or cause to be transferred, all Derivative Domain Names to Bonne Chance, or an entity duly nominated by Bonne Chance in writing, without delay.
5.2.4 In order to comply with the provisions of clause 5.2.3, the Affiliate hereby undertakes to sign and/or complete any and all documents or procedures, and do all things necessary to facilitate the speedy and proper transfer of all Derivative Domain Names to Bonne Chance, or an entity duly nominated by Bonne Chance in writing.
5.2.5 All rights or advantages, and without limitation goodwill, that may arise due to the use of the Derivative Domain Name will accrue for the sole benefit of Bonne Chance.
5.2.6 Should the Affiliate no longer require a particular Derivative Domain Name, the Affiliate will, in a timely manner prior to the URL expiring, inform Bonne Chance of its intention not to pay the renewal fee, and will if requested to do so by Bonne Chance, provide all necessary assistance to transfer the Derivative Domain Name to Bonne Chance, or an entity duly nominated by Bonne Chance in writing, without delay.
5.2.7 Without exception, a Derivative Domain Name may only be
used for the following purposes:
5.2.7.1 To resolve to the respective Bonne Chance's Website; or
5.2.7.2 To resolve to a Derivative Website; on condition
that:
a) if the Affiliate is marketing and promoting only one of Bonne
Chance's Websites, the Affiliate may only market and promote the
particular Bonne Chance's Website corresponding with the Derivative
Domain Name;
b) if the Affiliate is marketing and promoting more than one of Bonne Chance's Websites the Affiliate shall give prominence to Bonne Chance's Website corresponding with the Derivative Domain Name;
c) the Derivative Website does not market and/or promote competitor brands or products.
5.2.8 Bonne Chance reserves the right, in their sole discretion, to terminate this Agreement with immediate effect and claim transfer of the Derivative Domain Name to Bonne Chance if the Affiliate, its agent or nominee does not strictly adhere to the provisions of clause 5.2.7.
5.2.9 A decision as to whether or not a Derivative Domain Name is a Prohibited Domain Name is left to the sole discretion of Bonne Chance. Bonne Chance's decision in this regard will be final and binding on the Affiliate.
5.3 Derivative Websites and Marketing Material
5.3.1 If the Affiliate elects to establish and promote a Derivative
Website, the Affiliate will ensure that the Derivative Website
complies in all aspects with the guidelines published in the IP
Documentation as may be updated from time-to-time. Without limiting
the general nature of this responsibility, the Affiliate will
ensure that the Intellectual Property will accurately reflect any
and all amendments, enhancements and additions as outlined in the
IP documentation or as officially applied to the respective Bonne
Chance's Website.
5.3.2 Regarding the establishment, operation and maintenance of
the Derivative Website, the Affiliate will be solely responsible
for:
5.3.2.1 The development, operation, and maintenance of the
website;
5.3.2.2 The content of its website; and
5.3.2.3 Ensuring, among other things, that any and all content
posted on the website, including, but not limited to, images,
graphics, data and text, are not libelous or otherwise illegal.
5.3.3 A decision as to whether or not the Affiliate is complying
with its responsibilities in terms of this clause is left to the
sole discretion of Bonne Chance. Bonne Chance's decision in this
regard will be final and binding on the Affiliate, and if necessary
the Affiliate will take all necessary action prescribed by Bonne
Chance or its designated agent to remedy the situation, failing
which Bonne Chance shall be entitled to terminate the Agreement
with immediate effect.
5.3.4 The Affiliate undertakes to use its best endeavors to ensure that the reputation, goodwill and proprietary rights that vest in the Intellectual Property are protected, maintained and wherever possible, enhanced for the ultimate benefit of Bonne Chance.
5.4 Marketing Material
5.4.1 Upon activation of the Affiliate's account, the Affiliate shall be provided access to the Intellectual Property and the Marketing Material via the Bonne Chance website, newsletters and account relationship managers.
5.4.2 Without derogating from the Affiliate's other obligations
in terms of the Agreement, the Affiliate agrees to:
5.4.2.1 Procure and utilize new and updated Intellectual Property
and or Marketing Material forthwith after it is made available to
the Affiliate by Bonne Chance.
5.4.2.2 The Affiliate shall, when using the Intellectual
Property and Marketing Material, cause them to be reproduced and
applied exactly and accurately and shall use them in accordance
with the specifications and directions laid down by Bonne Chance
from time to time (whether in the IP Documentation or
otherwise).
5.4.3 A decision as to whether or not the Affiliate is complying
with its responsibilities is left to the sole discretion of Bonne
Chance. Bonne Chance's decision in this regard will be final and
binding on the Affiliate, and if necessary the Affiliate will take
all necessary action prescribed by Bonne Chance or its designated
agent to remedy the situation, failing which Bonne Chance shall be
entitled to terminate the Agreement with immediate effect.
5.4.4 The Affiliate may design its own Marketing Material for
the sole purpose of directing Customers to Bonne Chance's Websites,
subject to the following terms and conditions:
5.4.4.1 The Affiliate will strictly adhere to the instructions and
guidelines as set out in the IP Documentation pertaining to the use
and application of the Intellectual Property. If the use and/or
application of any of the Intellectual Property is not specifically
dealt with in the IP Documentation, then prior to the Intellectual
Property being used, the Affiliate shall first obtain Bonne
Chance's prior Written approval or instructions on how to
proceed.
5.4.4.2 The Affiliate will furnish Bonne Chance, upon Written request, with such information and reports, including but not limited to samples of any marketing material, as may be required by Bonne Chance in connection with the Affiliate's use of the Intellectual Property; and
5.4.4.3 Any proposed changes to the Intellectual Property or
Marketing Material that the Affiliate may wish to make (and then
only in terms of the guidelines laid down in the IP Manuals) shall
be submitted to Bonne Chance for prior Written approval prior to
the use or publication thereof.
5.5 General
5.5.1 The Affiliate acknowledges that the Intellectual Property
will at all times remain the property of Bonne Chance. The
Affiliate acknowledges that it has no claim or right of whatever
nature in and to the Intellectual Property, other than those
provided in terms of the License.
5.5.2 The Affiliate will not do or cause to be done any act or thing contesting, or in any way impairing or tending to impair, any part of Bonne Chance's rights, title and interest in and to the Intellectual Property
5.5.3 The Affiliate shall not in any way represent that it has any rights of any nature in the Intellectual Property, other than those that it enjoys under this Agreement
5.5.4 The Affiliate will take all reasonable steps to ensure that its employees, agents, contractors or representatives are made aware of its obligations in terms of the Agreement and that it can give full effect to such obligations.
5.5.5 The Affiliate shall, as soon as it becomes aware thereof, give Bonne Chance, in Writing, full particulars of any use or proposed use by any other person, firm or company, of a trade name, trade mark or get-up of goods or mode of promotion or advertising or any element of the Intellectual Property, which amounts or might amount either to infringement of Bonne Chance's rights in relation to the Intellectual Property or to any other form of passing-off.
5.5.6 If the Affiliate becomes aware that any other person, firm or company alleges that the Intellectual Property is invalid or that use of the Intellectual Property infringes any rights of another party or that the Intellectual Property is otherwise attacked or attackable, the Affiliate will immediately give Bonne Chance full particulars in writing thereof and shall make no comment or admission to any third party in respect thereof.
5.5.7 Bonne Chance shall have the sole conduct of all proceedings relating to the Intellectual Property and will in their sole discretion decide what action, if any, to take in respect of any infringement or alleged infringement of the Intellectual Property or passing-off or any other claim or counterclaim brought or threatened in respect of the use or registration of the Intellectual Property. The Affiliate shall not be entitled to bring or defend any action for infringement of the Intellectual Property, and Bonne Chance shall not be obliged to bring or defend any proceedings in relation to the Intellectual Property if they decide in their sole discretion not to do so.
5.5.8 Bonne Chance will throughout the subsistence of this Agreement, at their own expense, maintain all Intellectual Property registrations in force and shall pay all renewal and any other fees necessary for this purpose. Should any of the Intellectual Property lapse or be held to be invalid for whatever reason, this License will continue in respect of the remainder of the Intellectual Property.
6. Bonne Chance's Obligations6.1 Bonne Chance will register Customers and track their purchases and their play where appropriate. Bonne Chance has the right to refuse Customers (or to close their accounts) if necessary, to comply with any requirements that they may periodically establish.
6.2 Bonne Chance will provide the Affiliate with such Marketing Material as is strictly necessary to market and promote Bonne Chance's Websites and Products.
6.3 Bonne Chance will track Customers' purchases and, in respect of certain of Bonne Chance's Brands, Customers' wins and losses and will provide reports summarizing their activity. Notwithstanding this, the form, content and frequency of the reports may, at Bonne Chance's discretion, vary from time to time. Bonne Chance will provide the Affiliate with remote online access to reports of Customer activity and the commission generated. To gain access the Affiliate will need to use the Affiliate's Affiliate Number and Password as provided to the Affiliate by Bonne Chance.
6.4 Bonne Chance will facilitate payment of Commission from
Bonne Chance to the Affiliate based on income Bonne Chance earns
from purchases and play from the Affiliate's Customers after they
open an account with Bonne Chance. Payment shall only be made to
the Affiliate once Bonne Chance has received payment itself. Bonne
Chance reserves the right to change payment terms at any time and
for any reason.
7.1 By applying to be registered as an Affiliate of the
Affiliate Program, the Affiliate warrants that:
7.1.1 The information the Affiliate provides Bonne Chance on
registration is complete, valid and true and accurate;
7.1.2 In the event the Affiliate is a juristic person, the person submitting the application has the full right, power and authority to enter into this Agreement on behalf of such entity. In the event the Affiliate is a natural person, such person is at least 18 years of age and has the full right, power and authority to enter into this Agreement; and
7.1.3 The execution of this Agreement by such person, and the
performance by the Affiliate of the Affiliate's obligations and
duties hereunder, do not and will not violate any agreement to
which the Affiliate is a party or by which the Affiliate is
otherwise bound.
7.2 The Affiliate hereby accepts the appointment as Bonne Chance's
Affiliate. The Affiliate acknowledges that this Agreement does not
grant the Affiliate an exclusive right or privilege to assist Bonne
Chance in the provision of services arising from the Affiliate's
referrals. The Affiliate shall have no claims to Commission or
other compensation on business secured by or through persons or
entities other than the Affiliate.
7.3 The Affiliate will not knowingly benefit from known or suspected traffic not generated in good faith, whether or not it actually causes damage to Bonne Chance. Bonne Chance reserves the right to terminate this Agreement immediately should such activity arise through a person directed to Bonne Chance or Bonne Chance's Websites via the Affiliate's link and to withhold the Commissions payable to the Affiliate at any time irrespective of whether such mentioned traffic was directed from the Affiliate's link with or without the Affiliate's knowledge.
7.4 In the giving of effect to this Agreement the Affiliate may
not, either directly or indirectly, be a party to the generation,
processing, dissemination or the like of Spam.
7.4.1 Any form of Spam will result in the Affiliate's account being
placed under review and all funds due to the Affiliate being
withheld pending an investigation. If Bonne Chance incurs expenses
and/ or damages in dealing with Spam generated mail or being
blocked by third party Internet Service Providers these same
expenses and/ or damages will be deducted from the Affiliate's
account. If this occurs, the amount of such expenses and/ or
damages as determined by Bonne Chance will be deemed fair and final
and acceptable to the Affiliate. Should these expenses and/ or
damages not be covered by funds in the Affiliate's account Bonne
Chance has the right to investigate other alternative means for
obtaining payment, for example: should the Affiliate's account have
generated purchasing accounts Bonne Chance will hold payment of
commission for these accounts until such a time as the account for
expenses and/ or damages has been cleared. Should the Affiliate's
account not be active nor be generating profit through commission
payments Bonne Chance shall have the right to demand and obtain
payment from the Affiliate.
7.4.2 Should the Affiliate require more information regarding Bonne Chance's Spam policy, please contact Bonne Chance antispam@pantasia.com
7.4.3 Should the Affiliate wish to report any incidences of Spam, please contact Bonne Chance at antispam@pantasia.com
8. Confidential Information8.1 Except as otherwise provided in this Agreement or with the consent of any other parties hereto, all parties agree that all information, including, but not limited to, the terms of this Agreement, business information and technology concerning Bonne Chance or the Affiliate, respectively, or any of Bonne Chance's Affiliates provided by or on behalf of any of them shall remain strictly confidential and secret and shall not be utilized, directly or indirectly, by such party for its own business purposes or for any other purpose except and solely to the extent that any such information is generally known or available to the public through a source or sources other than such party hereto or its Affiliates.
8.2 During the term of this Agreement, the Affiliate may be entrusted with Confidential Information relating to the business, operations, or underlying technology of Bonne Chance and/ or the Affiliate Program (including, for example, Commission earned by the Affiliate under the Affiliate Program). The Affiliate agrees to neither disclose nor allow unauthorized use of the Confidential Information by third persons or outside parties unless the Affiliate has Bonne Chance's prior written consent and that the Affiliate will use the Confidential Information only for the purposes necessary to further the purposes of this Agreement. The Affiliate's obligations with respect to Confidential Information shall survive the termination of this Agreement. An Affiliate may not be a party (whether directly or indirectly) to any Fraudulent Activity
8.3 Within 3 (THREE) months after the termination of this
Agreement, for whatever reason, the recipient of Confidential
Information shall return same or at the discretion of the original
owner thereof, destroy such Confidential Information, and shall not
retain copies, samples or excerpts thereof.
The Affiliate shall comply with any relevant data protection
laws in the jurisdiction in which the Affiliate is domiciled and
any jurisdictions in which the Affiliate operates.
10.1 The Affiliate may not directly or indirectly benefit from, or be a party to, any money laundering or related illegal activities.
10.2 It is acknowledged that some jurisdictions in which Bonne Chance operates have strict laws on money laundering that may impose an obligation upon Bonne Chance to report the Affiliate to the federal or local authorities within such jurisdictions if Bonne Chance knows, suspects or has reason to suspect that any transactions in which the Affiliate is directly or indirectly involved, amongst other things, involves funds derived from illegal activities or are intended to conceal funds derived from illegal activities or involve the use of the Affiliate Program or Bonne Chance to facilitate criminal activity.
10.3 If Bonne Chance has any knowledge or suspicion envisaged
above it may:
10.3.1 Immediately suspend, deregister or terminate the Affiliate's
membership of the Affiliate Program; and/or
10.3.2 At Bonne Chance's absolute discretion, not pay the
Affiliate any funds due to the Affiliate as Commission.
10.4 Bonne Chance reserves the right to report the Affiliate to the
aforementioned federal or local authorities should Bonne Chance, at
its absolute discretion, determine that it is obliged, by law, to
do so.
11.1 Restrictions
11.1.1 The Affiliate is restricted to one Affiliate account
only;
11.1.2 The Affiliate shall not earn Commission on the Net Win of any Second-tier Affiliate if, in the case that the Affiliate is a juristic entity, the Second-tier Affiliate is the Affiliate's employee, director, shareholder or agent or, in the case that the Affiliate is a natural person, the Second-tier Affiliate is the Affiliate's employee, agent or immediate family member;
11.1.3 The Affiliate shall not earn Commission on the Net Win on the Affiliate's own Customer Account nor on the Customer Account/s of the Affiliate's employees or immediate family members.
11.1.4 If the Affiliate or the Affiliate's employees sign up as a Customer at one of Bonne Chance's Websites, Bonne Chance shall have the right to terminate this Agreement.
11.2 Please see the Commission Schedule which sets out the choice, selection, calculation and certain payment aspects of Commission, which Commission Schedule is specifically incorporated herein by reference.
11.3 Bonne Chance has and reserves the right to pass on any financial costs to the Affiliate's account that Bonne Chance may incur due to Fraudulent Activity by the Affiliate, the Affiliate's employees and/ or Customers/ players whom the Affiliate, as Affiliate, have introduced to Bonne Chance.
11.4 Bonne Chance will process the Commission earned by the Affiliate in the previous calendar month by the fifteenth working day of the following month. Bonne Chance shall not be liable to the Affiliate in any manner whatsoever for late payments due to technical, third party or any other unforeseen events or circumstances beyond its control.
11.5 Payment shall be made by Bonne Chance to the Affiliate by
way of the method selected by the Affiliate on registration, but
only in US Dollars.
12.1 This Agreement can be terminated by Bonne Chance at any time without notice should the Affiliate breach one or more of its obligations under this Agreement OR IF IT IS DETERMINED AT BONNE CHANCE'S SOLE DISCRETION THAT THE AFFILIATE'S SITE IS UNSUITABLE. Unsuitable sites are, inter alia, but not limited to, those sites that are aimed at children, promote violence, promote discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age, promote illegal activities, or violate intellectual property rights, or are otherwise considered by Bonne Chance to bring Bonne Chance or its Merchants into disrepute or prejudice the interests of Bonne Chance or its Merchants in any way. In the event that the Agreement is terminated in accordance with this section, the Affiliate will immediately cease to be entitled to receive Commission or any other amounts that would be otherwise payable by Bonne Chance to the Affiliate.
12.2 Bonne Chance may also terminate this Agreement at any time without cause. The Affiliate may terminate this Agreement without cause on providing 30 days' notice to Bonne Chance. Notice of termination shall be given in writing by either Party to the other. For purposes of notification of termination, delivery via e-mail is considered a written and immediate form of notification and the Agreement shall accordingly terminate with immediate effect.
12.3 Upon termination, all rights and licenses granted to the Affiliate in this Agreement shall immediately terminate. The Affiliate must immediately remove any reference to Bonne Chance and Bonne Chance's Websites, Brands or Products from its site and disable any links from its site to same. In particular, the Affiliate shall immediately remove access to any Derivative Website established by it.
12.4 Upon termination for reasons other than those outlined at paragraph 12.1 above, the Affiliate shall continue to be entitled to receive Commission earned up to the time of termination plus any other amounts owing by Bonne Chance to the Affiliate under this Agreement.
12.5 Upon termination, Bonne Chance may withhold the Affiliate's final payment for up to three months to ensure that the correct amount has been calculated and paid.
12.6 If Bonne Chance continues to permit activity (generation of revenue) from Customers directed by the Affiliate after termination, this shall not be construed to constitute a continuation or renewal of this Agreement or a waiver of termination.
12.7 Upon termination, the Affiliate will return to Bonne Chance any and all Confidential Information and/ or Customer Information, including all copies in the Affiliate's possession, custody and control and will cease all uses of any of the Intellectual Property. The Affiliate will take immediate steps to transfer ownership to Bonne Chance, of each Derivative Domain Name established by the Affiliate, at Bonne Chance's cost, not exceeding that incurred by the Affiliate on registering the Derivative Domain Name.
12.8 Upon termination, the Affiliate, Bonne Chance and their electronic cash provider, suppliers, contractors, agents, their directors, officers, employees, and representatives shall be released from all obligations and liabilities to each other occurring or arising after the date of such termination, except with respect to those obligations that by their nature are designed to survive termination, as set out in this Agreement. Termination will not exculpate the Affiliate from any liability arising from any breach of this Agreement that occurred prior to termination.
12A Sale of Business; Death of Affiliate
12A.1 Sale of Business
12A.1.1 Bonne Chance recognizes that an Affiliate may wish to sell
his/ her/ its Affiliate business to a third party. Bonne Chance
requires an Affiliate to recognize and respect that the personal
qualities, probity and background of Bonne Chance affiliates is
vital to Bonne Chance's decision to accept a person as an Affiliate
of the Affiliate Program.
12A.1.2 If an Affiliate wishes to sell or otherwise dispose of the shares or assets of his/ her/ its Affiliate business to a third party (or conclude any transaction of a similar nature with a third party that will result in an effective change in control of his/ her/ its Affiliate business) the Affiliate shall be required, prior to completing the sale, disposal or transfer, to:
12A.1.2.1 give Bonne Chance no less than 30 (thirty) day's prior Written notice of such intention, simultaneously provide such details as Bonne Chance may request (which shall include, but not be limited to, the selling Affiliate's Affiliate ID and full details of the intended purchaser (including their banking details and, if they are already an Affiliate of the Affiliate Program, their Affiliate ID) and furnish Bonne Chance with an irrevocable consent and authority to pay the selling Affiliate's Commission, after the sale is completed, to the purchaser; and
12A.1.2.2 make the deed of sale subject to the suspensive condition that Bonne Chance approve such purchaser as an Affiliate of the Affiliate Program and that such intended purchaser shall, subject to Bonne Chance's approval (at Bonne Chance's sole discretion) join the Affiliate Program.
12A.1.3 If Bonne Chance rejects the intended purchaser as an
Affiliate of the Affiliate Program and the selling Affiliate
nevertheless decides to proceed with the sale, Bonne Chance shall
terminate this Agreement insofar as it relates to the selling
Affiliate, the business sold and/or the purchaser.
12A.2 Death of Affiliate
12A.2.1 In the event of an Affiliate's death, Bonne Chance shall
require that the executor of the deceased Affiliate's estate (or
similarly charged person) to furnish Bonne Chance with certified
copies of their authority to act on the deceased Affiliate's
estate's behalf, the deceased Affiliate's death certificate and
proof of the deceased Affiliate's beneficiaries' identities.
12A.2.2 The Affiliate hereby agrees that Bonne Chance shall be obliged to pay his/ her estate and/ or beneficiaries:
12A.2.2.1 only once Bonne Chance has received the information required in Clause 12A.2.1 above; and
12A.2.2.2 any sums that may have accrued to the deceased Affiliate as Commission prior to his/ her death (or would otherwise accrue thereafter) for a period of 12 (twelve) months after his/ her death. The Affiliate hereby waives (on his/ her behalf and on behalf of his/ her estate, heirs, beneficiaries, successors or assigns) any rights that he/ she (or they) may have to any further sums of money and/ or Commission under this Agreement.
13. Relationship of Parties13.1 The Affiliate and Bonne Chance are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the Parties. The Affiliate shall have no authority to make or accept any offers or representations on Bonne Chance's behalf. The Affiliate shall not make any statement, whether on the Affiliate's site or otherwise, that conflicts with this Clause.
13.2 The Affiliate will not be treated as an employee with respect to any local statute, ordinance, rule, or regulation of any country whatsoever .
13.3 The Affiliate shall not make any claims, representations,
or warranties in connection with Bonne Chance and the Affiliate
shall have no authority to, and shall not, bind Bonne Chance to any
obligations outside of this Agreement, unless agreed to in writing
by either Bonne Chance.
14.1 The Affiliate shall defend, indemnify, and hold Bonne
Chance and its electronic cash providers, suppliers, contractors,
agents, their directors, officers, employees, and representatives
harmless from and against any and all liabilities, losses, damages,
and costs, including reasonable attorney's fees, resulting from,
arising out of, or in any way connected with:
14.1.1 Any breach by the Affiliate of any warranty, representation,
or agreement contained in this Agreement;
14.1.2 The performance of the Affiliate's duties and obligations under this Agreement;
14.1.3 The Affiliate's negligence; or
14.1.4 Any injury caused directly or indirectly by the Affiliate's negligent or intentional acts or omissions, or the unauthorized use of Bonne Chance's banners and link or this Affiliate Program.
Further, the Affiliate will indemnify and hold Bonne Chance harmless from all claims, damages, and expenses (including, and without limitation, attorneys' fees) relating to the development, operation, maintenance, and contents of the Affiliate's site.
14.2 Bonne Chance makes no express or implied warranties or representations with respect to the Affiliate Program, Bonne Chance or Commission payment arrangements (including, without limitation, their functionality, warranties of fitness, merchantability, legality, non-infringement, or any implied warranties arising out of a course of performance, dealing, or trade usage). In addition, Bonne Chance makes no representation that the operation of its site (including service and tracking) will be uninterrupted or error-free. Bonne Chance will not be liable for the consequences of any such interruptions or errors.
14.3 Bonne Chance will not be liable for direct, indirect,
special, punitive or consequential damages or for any loss, of any
nature whatsoever, arising from or in connection with this
Agreement or the Affiliate Program, even if it has been advised of
the possibility of such damages. Further, Bonne Chance's aggregate
liability arising with respect to this Agreement and the Affiliate
Program shall not exceed the total Commission paid or payable by
Bonne Chance to the Affiliate under this Agreement. Bonne Chance's
obligations under this Agreement do not constitute personal
obligations of its directors, officers, consultants, agents or
shareholders. Any liability arising under this Agreement shall be
satisfied solely from the referral fee generated and is limited to
direct damages.
15.1 This Agreement will be governed by the laws of Curacao, without reference to rules governing choice of laws. Any action relating to this Agreement must be brought in Curacao and the Affiliate irrevocably consents to the jurisdiction of its courts.
15.2 Both Parties shall give each other their mutual support in the giving of effect to the spirit, purport and object of this Agreement.
15.3 The Affiliate may not assign this Agreement, by operation of law or otherwise, without Bonne Chance's prior written consent. Subject to that restriction, this Agreement will be binding on, ensure to the benefit of, and enforceable against the Affiliate and Bonne Chance and the Affiliate's and Bonne Chance's respective successors and assigns.
15.4 Bonne Chance's failure to enforce the Affiliate's strict performance of any provision of this Agreement will not constitute nor be construed as a waiver of Bonne Chance's right to subsequently enforce such provision or any other provision of this Agreement.
15.5 Bonne Chance's rights and remedies hereunder shall be mutually exclusive, i.e., the exercise of one or more of the provisions of this Agreement shall not preclude the exercise of any other provision. The Affiliate acknowledges, confirms, and agrees that damages may be inadequate for a breach or a threatened breach of this Agreement and, in the event of a breach or threatened breach of any provision of this Agreement, the respective rights and obligations of the parties may be enforceable by specific performance, injunction, or other equitable remedy. Nothing contained in this Agreement shall limit or affect any of Bonne Chance's rights at law, or otherwise, for a breach or threatened breach of any provision of this Agreement, it being the intent of this provision to make clear that Bonne Chance's respective rights and obligations shall be enforceable in equity as well as at law or otherwise.
15.6 Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law but, if any provision of this Agreement is held to be invalid, illegal or unenforceable in any respect, such provision will be ineffective only to the extent of such invalidity, or unenforceability, without invalidating the remainder of this Agreement or any provision hereof. No waiver will be implied from conduct or failure to enforce any rights and must be in writing to be effective.
15.7 This agreement will stay in effect for so long as Bonne Chance makes this service available, unless this Agreement is terminated prior thereto in accordance with the terms contained herein.
15.8 Bonne Chance may amend, alter, delete, interlineate or add to any of the terms and conditions contained in this Agreement or the Commission Schedule at any time and at Bonne Chance's sole discretion, by posting a change notice or a new agreement on its site. Such amendments, alterations, deletions, interlineations or additions may include, for example, changes in the scope of available Commissions, fee schedules, payment procedures, and referral program rules.
15.9 Any amendments, alterations, deletions, interlineations or additions to this Agreement or the Commission Schedule shall be effective immediately upon notice, which may be provided to the Affiliate via e-mail or by display on the Bonne Chance website. The Affiliate's use of the Bonne Chance website and/ or continued marketing of Bonne Chance's Websites after such Notice is given to the Affiliate will be deemed acceptance of such amendments, alterations, deletions, interlineations or additions or the new Agreement or Commission Schedule should this Agreement or the Commission Schedule be replaced in its/ their entirety. Be sure to review this Agreement and the Commission Schedule periodically to ensure familiarity with its most current version.
15.10 NO PURPORTED MODIFICATIONS, AMENDMENTS, ALTERATIONS, ADDITIONS, DELETIONS OR INTERLINEATIONS OF THIS AGREEMENT OR THE COMMISSION SCHEDULE BY THE AFFILIATE ARE PERMITTED OR WILL BE RECOGNIZED BY BONNE CHANCE. None of Bonne Chance's employees, officers or agents may verbally alter, modify or waive any provision of this Agreement or the Commission Schedule.
15.11 Due to the nature of the Internet, it is not possible for Bonne Chance to limit access to Bonne Chanceits website to those jurisdictions in which it does business. Services and products described on Bonne Chance's website may therefore not be eligible for solicitation in your jurisdiction. If you are accessing Bonne Chance's website from such jurisdiction, you should not consider anything on this site as an offer to sell or as a solicitation of an offer to buy any product or service from Bonne Chance. This site is for use only by persons residing in jurisdictions where Bonne Chance's products and services may legally be offered.
Bonne Chance DOES NOT tolerate spam of any kind.
Please take note of the following : If any person(s) is revealed to have taken part in the dissemination of any form of Spam (sending unrequested bulk messages that are not in compliance with ICANN Spam Act) their account will be placed under investigation. While under examination all commission due to such person(s) will be withheld. Pending the outcome of further investigation Bonne Chance maintains the right to preclude such person(s) from further involvement in Bonne Chance Affiliate Program. In addition, if any expenses incurred by our clientele are shown to be clearly resultant from the encroachment of this policy (including legal fees) they will be withdrawn from any attributable account balance at the time of the offence. If the account balance is found to be deficient, all pending payments will be withheld until the expenses have been fully compensated.
Should you require more information regarding our Anti-Spam Policy, or wish to report any incidences of Spam, please contact us at antispam@pantasia.com.
If you wish to legitimately market by email we require that you strictly adhere to the following guidelines. These guidelines are in place to certify the quality of our marketing practices as well as those of our affiliates.
You must abide by the following guidelines if you wish to be an affiliate: