1. In these terms and conditions, the following words and expressions
shall have the following meanings:
Affiliate: 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 Volcanic Partners as an Affiliate of the Affiliate Programme
in terms of this Agreement.
Affiliate Programme: The Affiliate Programme operated by Volcanic Partners.
Commission: The commission that You shall be paid in terms of clause
Confidential Information: any information of whatever nature, which
has been or may be obtained by the Affiliate from Us, the Merchant and/or its licensors,
whether by way of the Affiliate Programme or otherwise, whether relating to Our
or the Merchant s information and whether in writing or in electronic form or pursuant
to discussions with Us or the Merchant, 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, 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 any dispute between the Affiliate and Us or
the Merchant or resulting from this Agreement.
Charge Back: Where a Customer or the credit card issuing bank or
any other third party payment solution provider affects a reversal of charges in
relation to a credit card or third party purchase transaction and for the purposes
of calculating Net Win is regarded as Fraud. Chargebacks are deduced in the month
they are charged.
Customer: A person or entity that You direct in any manner to a
Merchant of Volcanic Partners and who can be linked to Your Affiliate Id
number and who opens an account with such Merchant (and shall hereafter also be
referred to as "players" or as "Active Accounts"). By opening an account with a
Merchant, that person or entity will become Our Merchant's Customer and, accordingly,
all Merchant's rules, policies, and operating procedures will apply to them.
Fraudulent Activity: A deception which in the sole opinions of
Volcanic Partners is deliberately practiced by a Customer or an Affiliate in order
to secure a real or potential, unfair or unlawful gain and shall include Fraud Costs.
Fraud Costs: Any costs (financial or otherwise) that Volcanic Partners
or its Merchants incur as a direct or indirect result of Fraudulent Activity by
Yourself, Your employees and/ or Customers/ players whom You, as Affiliate, have
introduced to the Merchant.
Merchant: A party for which professional
services are rendered. Under this agreement Volcanic Partners provides, on behalf of
the Merchant and the Affiliate, services to both parties.
Match Betting/Arbitrage Betting: Any way of betting, with or without
offers, such as freebets or other offers, that will give the Customer a sure win
at no risk.
Spam: Unsolicited e-mail, sent indiscriminately to one or more
mailing lists, individuals, or newsgroups.
You/ Your/Member: You in Your capacity as an Affiliate.
PLEASE READ THIS AGREEMENT CAREFULLY BEFORE USING THESE SERVICES. BY USING
THIS WEBSITE AND/ OR REGISTERING UP AS AN AFFILIATE WITH THE AFFILIATE PROGRAMME,
YOU AGREE TO BE BOUND BY THESE TERMS AND CONDITIONS. THEREAFTER, BE SURE TO READ
THESE TERMS AND CONDITIONS PERIODICALLY AS WE WILL MAKE CHANGES TO THEM FROM TIME
TO TIME. YOU WILL BE BOUND BY THESE CHANGES.
Please do not enroll in the Affiliate Programme if Your site is unsuitable, as we
reserve the right to, and shall, immediately terminate the Agreement if Your site
is determined by Us to be unsuitable. See clause 6.4 below for a list of some of
the types of sites that we regard as unsuitable.
3. Volcanic Partners: Rights and Obligations
3.1 Appoint You as Affiliate - We shall evaluate Your application
on submission thereof by You and notify You in a timely manner of Our acceptance
or rejection thereof. If We accept Your application then, on Your registration as
Affiliate in the Affiliate Programme, We shall and hereby grant You a non-exclusive
right to direct Customers to Volcanic Partners and/or Our Merchants' sites and services,
in accordance with the terms and conditions of this Agreement. We intend to and
shall contract with and obtain the assistance of others at any time to perform services
of the same or similar nature as Yours.
3.2 Licence to use Intellectual Property - On registration We shall
and hereby grant to You a non-exclusive, non-transferable licence, during the term
of this Agreement, to use Our and Our Merchants' trademarks, service marks, trade
names, logos, designations, copyrights and other proprietary rights ("Intellectual
Property") (licensed, in turn to Us from their owner) solely in connection with
the display of the banners on Your site, and strictly for no other use whatsoever
thereof. Any breach of such Intellectual Property rights, may result in penalties,
as more fully set out hereunder.
3.3 Register Customers - We will register Customers and will track
their purchases and their play. A Merchant has
the right to refuse Customers (or to close their accounts) if necessary to comply
with any requirements that they may periodically establish.
3.4 Track and report on Customers' financial activity - We will
track Customers' purchases and, their wins and losses and will provide reports summarizing
their activity. Notwithstanding this, the form, content and frequency of the reports
may, in Our discretion, vary from time to time. We will provide You with remote
online access to reports of Customer activity and the commission generated. To gain
access You will need to use Your Affiliate Number and Password as provided to You
by Us. We will provide You with a unique tracking link but it is Your responsibility
to ensure that the tracking links You use are in the correct syntax. We cannot track
Your customers if the links You provide are incorrect.
3.5 Pay You a Commission - We will facilitate payment of Commission
from the Merchant to You based on income Our Merchants earn from purchases and play
from Your Customers after they open an account with a Merchant. Payment shall only
be made to You once We have received payment from a Merchant. We reserve the right
to change payment terms at any time and for any reason. See paragraph 4 below in
relation to Commission.
3.6 Modification of this Agreement - We may amend, alter, delete,
interlineate or add to any of the terms and conditions contained in this Agreement,
at any time and in our sole discretion, by posting a change notice or a new agreement
on our site. Such amendments, alterations, deletions, interlineations or additions
may include, for example, changes in the scope of available Commissions, fee schedules,
payment procedures, and referral programme rules.
Any amendments, alterations, deletions, interlineations or additions to this Agreement
shall be effective immediately upon notice, which may be provided to You via e-mail
or by display on the Site (hereinafter, "Notice"). Your use of the Site and/ or
continued marketing of Us or Our Merchants after such Notice is given to You will
be deemed acceptance of such amendments, alterations, deletions, interlineations
or additions of the new Agreement should this Agreement be replaced in its entirety.
Be sure to review this Agreement periodically to ensure familiarity with its most
NO PURPORTED MODIFICATIONS, AMENDMENTS, ALTERATIONS, ADDITIONS, DELETIONS
OR INTERLINEATIONS OF THIS AGREEMENT BY YOU ARE PERMITTED OR WILL BE RECOGNISED
None of our employees, officers or agents may verbally alter, modify or waive any
provision of this Agreement.
4. Your Rights and Obligations
4.1 Your Warranties - By applying to be registered as an Affiliate
of the Affiliate Programme, You warrant that (a) the information You provide Us
on registration is complete, valid and honest; (b) in the event You are 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; (c) the execution of this
Agreement by such person, and the performance by You of Your obligations and duties
hereunder, do not and will not violate any agreement to which You are a party or
by which You are otherwise bound and (d) Your marketing activities shall adhere
to the regional advertising authority.
4.2 Spam - In the giving of effect to this Agreement You may not,
either directly or indirectly, be a party to the generation, processing, dissemination
or the like of Spam.
Any form of Spam will result in Your account being placed under review and all funds
owed to You being withheld, pending an investigation. If Our Merchant 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 Your account should Our Merchants seek recourse against Us. If this occurs
the amount of such expenses and/or damages as determined by a Merchant will be deemed
fair and final and acceptable to You. Should these expenses and/or damages not be
covered by funds in Your account we have the right to investigate other alternative
means for obtaining payment, for example: should Your account have generated purchasing
accounts we will hold payment of commission for these accounts until such a time
as the account for expenses and/or damages has been cleared. Should your account
not be active nor be generating profit through commission payments We shall have
the right to demand payment from You.
Should You require more information regarding Our Spam policy or to report abuse, please contact Us
at [email protected].
4.3 Marketing Material - On registration as an Affiliate of Volcanic Partners,
You shall, via our site, newsletters and staff, have access to banners, text and/or
other online and offline promotional materials and trademarks (collectively "Approved
Marketing Material"). You may place said materials on Your site, and/or utilize
them via e-mail and/or direct marketing and/or print media. These are the designated
methods by which You may advertise on behalf of Our Merchants or Volcanic Partners.
You may not alter any of the Approved Marketing Materials or make use of other marketing
materials without Our prior written consent. All Approved Marketing Material must
be kept current and You shall utilize new Marketing Material forthwith after it
is made available to You by Us. A breach of this clause 4.3 in any way shall entitle
Us to terminate this Agreement with immediate effect.
4.4 Affiliate Appointment - You hereby accept the appointment as
Our Affiliate in terms of clause 3.1 above. You acknowledge that this Agreement
does not grant You an exclusive right or privilege to assist Us in the provision
of services arising from Your referrals. You shall have no claims to Commissions
or other compensation on business secured by or through persons or entities other
4.5 Approved Layouts - In the absence of Our prior written approval,
You will only be permitted to use Our Approved Marketing Material as available on
Volcanic Partners, or supplied directly to You by Us, and will not alter its appearance
nor refer to Us, Our Merchants or Our/their partners in any promotional materials.
The appearance and syntax of the hypertext transfer links are designed and designated
by Us and constitute the only authorized and permitted representation of Our Merchants
4.6 Good Faith/Ethical Conduct - You will not knowingly benefit
from known or suspected traffic not generated in good faith, or via spam, whether
or not it actually causes Client damage. This is including but limited to You playing
under Your own affiliate tracking links, brand bidding and or any other fraudulent
behavior. Should fraudulent activity arise through a person directed to a site via
your link, we retain the right to retract the commissions paid to you at any time.
Our decision in this regard will be final and no correspondence will be entered
into. We reserve the right to retain all amounts owed to you, either current or
future, under this Agreement if we have reasonable cause to believe that such traffic
has been caused with your knowledge. Even if you have not knowingly generated such
traffic, we reserve the right to withhold referral fees with respect to such traffic.
4.7 Responsibility for Your Site and/or Marketing Methods and Activities
- You will be solely responsible for the development, operation, and maintenance
of Your site and/or Marketing methods and activities and for all materials that
appear on Your site and/or distributed via Your Marketing methods and activities.
For example, You will be solely responsible for ensuring, amongst other things,
that materials posted on Your site are not libelous or otherwise illegal. In the
case of Approved Marketing Material, You are required to ensure that all offers
4.8 License to use Intellectual Property - The license granted
to You in terms of clause 3.2 above may not be sub-licensed, assigned or otherwise
transferred by You, and shall only be used for the purposes set out therein. You
shall not during the term of this Agreement nor at any time thereafter assert the
invalidity, unenforceability, or contest the ownership of the Intellectual Property
in any action or proceeding of whatever kind or nature, shall not take any action
that may prejudice Our, Our Merchants' or Our licensor's rights in the Intellectual
Property, render the same generic, or otherwise weaken their validity or diminish
their associated goodwill, nor use the license for any other purpose than that for
which it is intended, and as set out in clause 3.2
4.9 Restrictions - You are restricted to one Affiliate account
only; shall not earn Commission on the Net Win of any Second-tier Affiliate if,
in the case that You are a juristic entity, they are Your employee, director, shareholder
or agent or, in the case that You are a natural person, they are Your employee,
agent or direct family member; shall not earn Commission on the Net Win on Your
own Customer Account nor on the Customer Account/s of Your employees or immediate
If You or Your employees sign up as a Customer at one of Our Merchant’s site We
have the right to terminate this Agreement.
4.10 Confidential Information - 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 Us or You, respectively, or any of
Our 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.
During the term of this Agreement, You may be entrusted with Confidential Information
relating to the business, operations, or underlying technology of Our Merchants
and/or the Affiliate Programme (including, for example, Commission earned by You
under the Affiliate Programme). You agree to avoid disclosure or unauthorized use
of the Confidential Information to third persons or outside parties unless you have
Our prior written consent and that You will use the Confidential Information only
for the purposes necessary to further the purposes of this Agreement. Your obligations
with respect to Confidential Information shall survive the termination of this Agreement.
4.11 Data Protection - You shall comply with any relevant data
protection laws in the jurisdiction in which You are domiciled and any jurisdictions
in which You operate.
4.12 Money Laundering - You may not directly or indirectly benefit
from, or be a party to, any money laundering or related illegal activities.
It is recorded that some jurisdictions in which We operate have strict laws on money
laundering that may impose an obligation upon Us to report You to the local authorities
within such jurisdictions if We know, suspect or have reason to suspect that any
transactions in which You are directly or indirectly involved, amongst other things,
involve funds derived from illegal activities or are intended to conceal funds derived
from illegal activities or involve the use of the Affiliate Programme or Our Merchants
to facilitate criminal activity.
If we have any knowledge or suspicion envisaged above We may (a) immediately suspend,
deregister or terminate Your membership of the Affiliate Programme; and/or (b),
in our absolute discretion, not pay You any funds due to You as Commission.
We reserve the right to report you to the aforementioned local authorities should
we, in our absolute discretion; determine that we are obliged, by law, to do so.
4.13 Limitations of Advertising
a) The use of the licence for any purposes other than that provided for in clause
3.2 and any use of whatsoever of domain names, brand names, trademarks or words
that are the same, or confusingly similar for any purposes
other than that provided for in clause 3.2, shall not only be considered to be a
breach of the good faith provisions contained in Betrevenue/ Volcanic Partners Terms and Conditions
(see clause 4.6), but also as an unlawful breach of the applicable intellectual
property rights. For clarity, this includes, but is strictly not limited to, instances
where You register, or attempt to register, domain names containing the names, or
words confusingly similar, to those set out above. In the event that Betrevenue/ Volcanic Partners
has reasonable cause to believe that any such breach has occurred, it retains the
unilateral and final right to retain indefinitely any current or future amounts
owed to you. Save that, in the event of such breach, Betrevenue/ Volcanic Partners will first notify
You, in writing or by email, that a breach has occurred, and informing You that,
as a result of the breach, commission is retained and/or that failure to remedy
the breach within a specified period of time will result in commission being retained.
In both instances the amount of commission retained will be at at the sole discretion
of Betrevenue/ Volcanic Partners.
b) Any bid made by you to any Internet search engine on keywords including without
limitation, trademarks or words that are confusingly
similar, shall be considered to be a breach of the good faith provisions contained
in Betrevenue / Volcanic Partners Terms and Conditions (see clause 4.6).
Fraud: any conduct that the Merchant in its sole discretion determines
to be fraudulent conduct which shall include, but not be limited to, fraudulent
credit card transactions and/or Charge Backs.
Gross Win: the total revenue generated by the Merchant by players
introduced to the Merchant’s site by You
Non-Cash Items: the value of free credits or cash handed out to
players by the Merchant’s site or any other direct costs incurred to maintain the
loyalty of a player (e.g. the cost of a gift to a player).
Balances carried over: In the calculation of Commission where Net
Win is negative due to Customer winnings and/or Non Cash Items and/or Cash Items
said balance will be set to zero. A negative balance due to Fraud costs will be
carried over (see 5.4 High Roller Policy for additional information).
- We do not pay for incentivized traffic in any form and we do not pay for schemes
where a Player is given part of the revenue as an incentive or any playing schemes
or systems where players are advised on how to play to beat the Merchant’s site.
- We do not pay for players sent via Brand bidding as set out in term 4.13
- We do not pay for duplicate players i.e. a Player who already exists within The
merchant’s site and is located in our system. .
- Betrevenue / Volcanic Partners holds the right to refuse to pay for any Player and/or traffic that
they deem to be abusive as per the terms and conditions of Betrevenue / Volcanic Partners.
5.2 Fraud Costs - We have and reserve the right to pass on any
Fraud Costs to Your account.
5.3 Commission Payment - We will process the Commission earned
by You in the previous calendar month by the tenth working day of the following
month. We shall not be liable to You in any manner whatsoever for late payments
due to technical, third party or any other unforeseen events arising.
Payment shall be made by Us to You by way of bank transfer, only in ZAR at the market
Betrevenue / Volcanic Partners will only make payments to active affiliates; an active affiliate account is defined as an account which has referred active and legitimate players to the Merchant’s client site of Betrevenue within a 1 month period. If an account does not meet these requirements, at the sole discretion of Betrevenue management, future commission payments may be withheld.
We reserve the right to change the Commission schedule and method of calculation
6. Term and Termination
6.1 Term - The term of this Agreement will commence on submission
of your registration to Betrevenue / Volcanic Partners and shall endure until terminated for any
reason on notice by either Party. An affiliate will earn income from a player based
on the first 12 months of revenue generated by the active player,paid monthly
6.2 Termination - 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.
6.3 Consequences of Termination - All rights and licenses granted
to You in this Agreement shall immediately terminate. You must immediately remove
any reference to Betrevenue / Volcanic Partners and any of its Merchants from Your site and disable
any links from Your site to same. In particular, You shall immediately remove access
to any derivative website established by Yourselves.
" Upon termination for reasons other than breach of this Agreement by Yourselves,
You shall continue to be entitled for a period of six months to receive Commission
on the terms and conditions as specified herein.
" If We continue to permit activity (generation of revenue) from Customers directed
by You after termination, this shall not be construed to constitute a continuation
or renewal of this Agreement or a waiver of termination.
You will return to Us any Confidential information and/or Customer Information,
and all copies of it in Your possession, custody and control and will cease all
uses of any trade names, trademarks, service marks, logos and other designations
relating to Us or to Our Merchants. You will take immediate steps to transfer ownership
to Our Merchants of each derivative URL established by You, at a cost to Betrevenue / Volcanic Partners
and/or Our Merchants not exceeding that incurred by You in registering the derivative
You and We and Our Merchants 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 You from any liability arising from any breach of this Agreement,
that occurred prior to termination.
6.4 - WE MAY TERMINATE THIS AGREEMENT IF WE DETERMINE (IN OUR SOLE DISCRETION)
THAT YOUR SITE IS UNSUITABLE.
Any form of traffic that is generated from any medium that is aimed at children,
promotes violence, promotes discrimination based on race, sex, religion, nationality,
disability, sexual orientation, or age, promotes illegal activities, or violates
intellectual property rights, or are otherwise considered by Us to bring Betrevenue / Volcanic Partners
or Our Merchants into disrepute or prejudice the interests of Betrevenue / Volcanic Partners or
Our Merchants in any way is considered unsuitable and constitutes a breach of agreement.
6.5.1 Betrevenue / Volcanic Partners reserves the right to immediately terminate this
Agreement should you or your Second-tier Affiliate breach the above mentioned clause
6.5.1 and excludes to the fullest extent lawfully permitted all liability incurred
pursuant to such a breach of the abovementioned clause
6.5.2 Betrevenue / Volcanic Partners shall be entitled to, at its sole discretion,
to terminate this Agreement and withhold all funds due to the Affiliate for referral
of players to be found to be involved in, or should Betrevenue / Volcanic Partners reasonably suspect
any player referred by the Affiliate of being involved in, Match Betting or Arbitrage
6.6 Sale of Business - We recognise that an Affiliate may wish
to sell his/her/ its Affiliate business to a third party. We require an Affiliate
to recognize and respect that the personal qualities, probity and background of
Affiliates is vital to Our decision to accept a person as an Affiliate of the Affiliate
6.6.1 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:
(i) give Us no less than 30 (thirty) days prior written notice of such intention,
simultaneously provide such details as We may request (which shall include, but
not be limited to, the selling of the Affiliates Affiliate ADKEY and full details
of the intended purchaser (including their banking details and, if they are already
an Affiliate of the Affiliate Programme, their Affiliate ADKEY) and furnish Us with
an irrevocable consent and authority to pay the selling Affiliates Commission, after
the sale is completed, to the purchaser, in a form acceptable to Us in Our sole
(ii) make the deed of sale subject to the suspensive condition that We approve such
purchaser as an Affiliate of the Affiliate Programme and that such intended purchaser
shall, subject to Our approval (at Our sole discretion) join the Affiliate Programme.
6.6.2 If We reject the intended purchaser as an Affiliate of the
Affiliate Programme and the selling Affiliate nevertheless decides to proceed with
the sale, We reserve the right to terminate this Agreement insofar as it relates
to the selling Affiliate, the business sold and/or the purchaser.
7. Relationship of Parties
7.1 You and We are independent contractors, and nothing in this
Agreement will create any partnership, joint venture, agency, franchise, sales representative,
or employment relationship between the parties. You shall have no authority to make
or accept any offers or representations on Our behalf. You shall not make any statement,
whether on Your site or otherwise, that conflicts with this clause 7.1.
7.2 You will not be treated as an employee with respect to the
Internal Revenue Code, Social Security Act, Federal Unemployment Acts, or any other
federal, state, or local statute, ordinance, rule, or regulation of any country
whatsoever similar in purpose to the aforementioned Code and Acts.
7.3 You shall not make any claims, representations, or warranties
in connection with Us or Our Merchants and You shall have no authority to, and shall
not, bind Us or Our Merchants to any obligations outside of this Agreement, unless
agreed to in writing by either Betrevenue / Volcanic Partners or Our Merchants.
8. Indemnity, disclaimers and Limitation of Liability
8.1 Indemnity - You shall defend, indemnify, and hold Us and Our
Merchants and their 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 (a) any breach
by You of any warranty, representation, or agreement contained in this Agreement,
(b) the performance of Your duties and obligations under this Agreement, (c) Your
negligence or (d) any injury caused directly or indirectly by Your negligent or
intentional acts or omissions, or the unauthorised use of Our banners and links
or this Affiliate Programme. Further, You will indemnify and hold Us harmless from
all claims, damages, and expenses (including, and without limitation, attorney’s
fees) relating to the development, operation, maintenance, and contents of Your
8.2 Disclaimers - We make no express or implied warranties or representations
with respect to the Affiliate Programme, Betrevenue / Volcanic Partners 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, We make no representation that
the operation of Our site (including service and tracking) will be uninterrupted
or error-free. We will not be liable for the consequences of any such interruptions
8.3 Limitation of Liability - We 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 Programme,
even if We have been advised of the possibility of such damages. Further, Our aggregate
liability arising with respect to this Agreement and the Programme shall not exceed
the total Commission paid or payable by Us to You under this Agreement. Our obligations
under this Agreement do not constitute personal obligations of Our 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
9.1 Governing Law - 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 you irrevocably consent
to the jurisdiction of these courts.
9.2 Mutual Support - Both Parties shall give each other their mutual
support in the giving of effect to the spirit, purport and object of this Agreement.
9.3 Third Parties - Nothing in this Agreement shall be construed
to provide any rights, remedies or benefits to any person or entity not a party
to this Agreement.
9.4 Assignability and Enurement - You may not assign this Agreement,
by operation of law or otherwise, without Our prior written consent. Subject to
that restriction, this Agreement will be binding on, ensure to the benefit of, and
enforceable against You and Us and Your and Our respective successors and assigns.
9.5 Non-Waiver - Our failure to enforce Your strict performance
of any provision of this Agreement will not constitute nor be construed as a waiver
of Our right to subsequently enforce such provision or any other provision of this
9.6 Force Majeure - Neither party shall be liable hereunder by
reason of any failure or delay in the performance of its obligations hereunder on
account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions,
acts of God, war, governmental action, labour conditions, earthquakes or any other
cause which is beyond the reasonable control of such party.
9.7 Remedies - Our 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. You acknowledge, confirm,
and agree that damages may be inadequate for a breach or a threatened breach of
this Agreement and, in the event of a breach or threatened breach of any provision
of this Agreement, the respective rights and obligations of the parties may be enforceable
by specific performance, injunction, or other equitable remedy. Nothing contained
in this Agreement shall limit or affect any of Our rights at law, or otherwise,
for a breach or threatened breach of any provision of this Agreement, it being the
intent of this provision to make clear that Our respective rights and obligations
shall be enforceable in equity as well as at law or otherwise.
9.8 Severability/Waiver - 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.
9.9 General - This agreement will stay in effect for so long as
Volcanic Partners makes this service available, unless this agreement is terminated
prior thereto in terms of clause 6 above.
THAT YOU HAVE READ THIS AGREEMENT AND AGREE TO ALL ITS TERMS AND CONDITIONS. YOU
UNDERSTAND THAT WE MAY AT ANY TIME (DIRECTLY OR INDIRECTLY) SOLICIT CUSTOMER REFERRALS
ON TERMS THAT MAY DIFFER FROM THOSE CONTAINED IN THIS AGREEMENT OR OPERATE WEB SITES
THAT ARE SIMILAR TO OR COMPETE WITH YOUR WEB SITE. YOU HAVE INDEPENDENTLY EVALUATED
THE DESIRABILITY OF PARTICIPATING IN THIS REFERRAL PROGRAM AND ARE NOT RELYING ON
ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH IN THIS AGREEMENT.
In Witness Thereof:
You expressly agree
to the terms and conditions of this Agreement by completing the registration process,
downloading banners and creating a link from your site to any brands offered by