1. Definitions:
1.1. In this Partner Agreement (the "Agreement"), unless the context requires otherwise, the following terms shall have the meanings ascribed to them below:
"Spinday Partners" – refers to the partnership initiative located at https://spindaypartners.com employs partnership programs to acquire new visitors for the Spinday Partners website.
"Partner" – an individual or legal entity that owns and manages one or more online resources on the Internet (referred to as "Web-Resource") for the purpose of promoting the Spinday Partners website.
"Partner Registration Form" – an application completed and endorsed by the Partner to indicate their acceptance of this Agreement and become a Partner of Spinday Partners.
"Spinday Partners" or "Site" – an online platform or mobile application that offers products for advertising in accordance with this Agreement.
"Web-Resource" – the source of the Partner's traffic, as specified by the Partner in the Partner Registration Form.
"Advertising Materials" – graphical banners, hyperlinks, images, text, odds, logos provided by Spinday Partners to the Partner for display on Web-Resource pages as per the terms of this Agreement.
"Clients" – customers who have not previously held accounts with the Site, provided that Spinday Partners does not possess records of their personal emails or other data indicating a prior connection between the accounts. These customers have visited the Site via the Web-Resource and links posted there, subsequently registering gaming accounts with the Site and making deposits.
"Confidential Information" – all non-public information belonging to Spinday Partners that has been disclosed to the Partner for any reason.
"Advertising Object" – a product, website, service, social media group, or means of identification for manufacturers, sellers, and other entities/objects. The aim is to attract attention through such advertising.
"Offer" – a concise description of the advertising sought by an Advertiser to attract users to their products or services. This includes details about advertising objects, methods of distributing advertising materials, posting types, payment models, publishing duration, geographical focus, and other relevant details that may affect the Partner's execution of advertising services. By accepting the Offer, the Partner agrees to the terms and readiness to start publishing Advertising links within their Advertising space.
"Billing Model" – a mechanism used to calculate the Service Fee for Advertising Services. This includes methods such as cost per click (CPC), cost per install (CPI), cost per action (CPA), Revenue Share (RS) cost per action + Revenue Share (Hybrid), and other applicable models.
"Link" - a graphical and/or textual element that leads to the Advertising or other creative content (collectively known as "Links"). These Links signify the Partner as a participant in our Affiliate Program and establish a connection from their Media to the Advertising Object.
"Partner’s personal account" – an account on our website that grants the Partner access to financial statistics and enables them to manage their activities as an Affiliate program member. Access to the Affiliate's personal account is exclusively given to Partners who have accepted and fully endorsed this Affiliate Program Operating Agreement.
2. General Provisions:
2.1. By completing and endorsing the Partner Registration Form, the Partner signifies their acceptance of this Agreement.
2.2. Spinday Partners retains the right to modify, remove, or introduce provisions within the Agreement at its sole discretion, without the need for explanations. Any alterations will be communicated to the Partner via email.
3. Subject of the Agreement:
3.1. The central focus of this agreement pertains to the advertisement of Sites presented by Spinday Partners on the Partner's Web-Resources.
3.2. The Partner might receive the subsequent Advertising Materials for presentation:- Banners,
- Links,
- Texts,
- Images,
- Logos,
- Site's odds (for instance, in XML format), and other related elements.
Spinday Partners holds the authority to modify Advertising Materials, reduce their quantity, or replace them with new ones.
4. Agreement Conclusion:
4.1. The Partner has the option to complete the registration form on https://spindaypartners.com and submit it to representatives of Spinday Partners. Upon receipt of the Partner's information, an email confirming the Agreement's conclusion will be sent. Spinday Partners retains the right to decline registration without the obligation to provide a reason.
4.2. All new Clients, referred from the Partner's Web-Resource through the provided Advertising Materials by Spinday Partners, along with their corresponding wagers, will be registered in the system by means of referral links generated by Spinday Partners.
4.3. Upon Agreement acceptance, the Partner will be granted a non-exclusive, non-transferable, revocable, royalty-free license to utilize the Advertising Materials to direct traffic to the Site. This license is granted within a scope reasonably necessary for the Agreement's execution and is valid for the duration of this Agreement.
4.4. The ownership of designs, copyrights for the provided Advertising Materials, and any information on the Site shall belong to Spinday Partners
4.5. If during any consecutive 6 months the Partner generates no Clients or registered accounts, Spinday Partners holds the right to amend the terms of the agreement. The amendment will remain in effect until the Partner successfully generates a minimum of 5 new Clients in total within any successive 6-month period.
4.6. Usage of the Spinday Partners brand name or similar variations in the Web-Resource's address (https://spindaypartners.com) is prohibited for the Partner.
4.7. The Partner is barred from enlisting themselves or their affiliates (under the widest definition of "affiliates") as Clients.
4.8. The Partner is prohibited from artificially inflating profits or engaging in activities that defraud Spinday Partners. This includes incentivized, cashback, or any other form of spam traffic. Breaching this restriction will render the Partner ineligible for fees, and Spinday Partners retains the right to terminate the Partner's account. Artificially increased deliverables include cases where Clients have been instructed to deposit specific amounts to trigger CPA deals such as "cheat the casino online," "make money online," or "beat the casino online."
4.9. Upon request by Spinday Partners, the Partner must provide information regarding the sources of traffic from the Web-Resource.
4.10. The Partner must offer evidence substantiating their ownership or representation of the Web-Resource specified during registration (as requested by Spinday Partners).
4.11. Without prior consent from Spinday Partners, the Partner is prohibited from using the following formats of Site advertising:
- Email spam, social media spam, and any other form of spam.
- Placing context ads containing the site's brand name in any variation.
- Click under traffic and pop-under traffic.
- Iframe traffic.
- Additionally, the Partner is strictly prohibited from:
- Confusing users or using misleading information.
- Engaging in "cookies" manipulations.
- Attracting traffic from sites intended for minors, promoting violence, discrimination, illegal activities, or intellectual property rights infringement.
4.12. Each Partner is only allowed to maintain a single active account with Spinday Partners. Repeated registrations are prohibited unless approved by Spinday Partners in advance and in writing.
4.13. Spinday Partners acknowledges that advertising and offers related to wagering or gambling are subject to legislative restrictions and potential prohibitions in various countries. The Partner must adhere to the laws and regulations of their Web-Resource's country of registration. If advertising or offers to wager and/or participate in gambling are prohibited or allowed only under specific conditions as per the country's laws, the Partner cannot accept or conclude this Agreement with Spinday Partners, nor can they display Site Advertising Materials on their Web-Resource. The Partner will solely bear responsibility for any negative outcomes resulting from such restrictions.
4.14. Spinday Partners commits to providing the Partner with all statistics pertinent to fee calculations, reasonable support in their business activities, and assistance with Client services.
4.15. The Partner is solely responsible for securing their access data for the Spinday Partners account (login, email, password, etc.). Spinday Partners is not liable for any loss or disclosure of such data to third parties by the Partner.
4.16. The Partner is prohibited from using Advertising Materials for any purposes not specifically outlined herein, especially not for luring potential Clients to third-party websites and resources not approved by Spinday Partners.
4.17. In the event of a breach of the aforementioned terms, the Partner's right to receive fees may be revoked, and their Spinday Partners account may be blocked without explanation from Spinday Partners.
5. Price and Settlement:
5.1. The Partner will receive fees for attracting new Clients through the Partner’s Web-Resource.
5.2. The Partner’s final fee shall be calculated according to the agreed payment scheme.
5.3. If the Partner exceeds any cap agreed with Spinday Partners, Spinday Partners may, at its sole discretion, either refuse payment for any overcap or recalculate the Partner’s fees, with prior notification to the Partner.
5.4. The fees shall be a percentage of the net revenue from the wagers gained from the Clients directly attracted by the Partner.
5.5. Clients will be classified as "new" if they lacked a gaming account, visited the Site via the Web-Resource link, registered, and made a deposit.
5.6. Spinday Partners holds the prerogative to modify the fee percentage and methods of fee settlement for attracted Clients.
5.7. At the sole discretion of Spinday Partners, the Partner may be permitted to modify the fee plan. One such alternative scheme is the cost per acquired Client (CPA). By accepting Spinday Partners' proposal to shift from the standard fee scheme described herein to an alternative one, the Partner implicitly agrees that the new scheme fully supplants the existing one. In case of a fee scheme alteration, the Partner's responsibilities outlined here will remain in effect until termination or expiration of this Agreement.
6. Fee Scheme:
6.1. The amount of the fee will be negotiated individually with Spinday Partners’ representatives.
6.2. Spinday Partners may unilaterally amend the agreed fee scheme depending on the Partner’s marketing activity.
7. Payment of Fees:
7.1. Payment of fees will be made to the Partner upon the end of each calendar month by the 20th day of the following month, provided that the amount of fee exceeds $100 (minimum payout). If the payable amount is less than the minimum payout, such payment shall be postponed to the following month and will be paid when the total amount exceeds the minimum payout.
7.1.1. The Partner shall provide actual payment details not less than the 10th day of the payment month. Otherwise, payment will be made using the latest details, or payment will not be made at all if no other Partner’s details are known to Spinday Partners.
7.2. By default, negative balance of the Partner's account shall be applicable for the following month, but negative carryover can be excluded from the Partner’s deal conditions only upon approval by the Spinday Partners. All individual conditions are to be discussed with the representatives of Spinday Partners.
7.3. Settlements can be made via international bank transfer through SWIFT (EUR, GBP, USD), SEPA (EUR), or in cryptocurrency using USDT (USD Tether) on the ERC-20 network. If you have specific payment preferences or requirements, please discuss them with your dedicated manager. Note that the exchange rate on the transaction date will apply.
7.4. In case of any mistake in accrual of the Partner’s fee, Spinday Partners reserves the right to eliminate such a mistake at any time and immediately pay an underpayment, request a return of the amount overpaid to the Partner, or deduct overpayment from the following remittance.
7.5. Acceptance of the payment by the Partner shall be deemed confirmation of full and final settlement for the respective period.
7.6. If the Partner does not agree with the settlement, it shall, within thirty (30) calendar days following the communication of the amount of fee for the respective period, communicate its arguments to [site] Failure to send an email within this timeframe will be regarded as the Partner's acceptance of the fee amount for the respective period, with no right to subsequently contest it.
7.7. Spinday Partners reserves the right to withhold fee payments for up to one hundred eighty (180) days for the purpose of reconciling respective amounts and reviewing their adherence to the terms of this Agreement.
7.8. Invoicing and Payment Submission Requirement
7.8.1. The Partner must submit a valid invoice within [30 days of the end of each month for commissions earned during that month. All invoices must accurately reflect commission amounts as per this agreement.
7.8.2. If the Partner fails to submit an invoice within an additional 15-day grace period, Spinday Partners reserves the right to withhold any payments due for the period in question until a valid invoice is received. Spinday Partners will not be liable for interest or additional charges due to delayed payments resulting from the absence of a timely invoice.
7.8.3. Forfeiture of Payment Rights Due to Prolonged Delay: If no invoice is submitted for a period exceeding 180 days, Spinday Partners reserves the right to permanently withhold payment for the relevant period. The Partner forfeits any right to claim these funds unless otherwise agreed in writing by both parties.
8. Term:
8.1. The Agreement is subject to termination upon mutual agreement between the Parties. Additionally, Spinday Partners retains the right to close a Partner's account if there exist reasonable suspicions of the Partner breaching this Agreement, engaging in bad faith or fraudulent activities, or for the purpose of adhering to public and internal policies governing Spinday Partners' operations (e.g., AML and KYC), subject to potential amendments. Final settlements with the Partner (excluding fees resulting from a breach hereof) will be finalized within 90 days after termination.
8.2. Spinday Partners may conclude cooperation with the Partner if the latter fails to uphold obligations or if the Partner's activities, at Spinday Partners' reasonable discretion, could detrimentally affect Spinday Partners, its partners, and the promoted trademarks.
8.3. Upon termination of this Agreement, the Partner is required to cease utilizing links, banners, logos, and other branding elements and Advertising Materials of Spinday Partners. Additionally, if the Agreement ends due to the Partner's breach of clause 4.16 herein, the Partner must cease promoting and advertising third parties and their resources and websites associated with the breach.
8.4. This Agreement may be immediately terminated by Spinday Partners upon discovering fraudulent activities, regulatory non-compliance, material misrepresentation, or underperformance by the Partner. In such cases, Spinday Partners may withhold any payments due to the Partner.
9. Confidential Information:
9.1. The Partner must maintain strict confidentiality and adopt reasonable measures to safeguard the Confidential Information acquired through cooperation with Spinday Partners under this Agreement or any separate arrangement. Disclosure of Confidential Information is only permissible with written consent from Spinday Partners, unless otherwise mandated by applicable legislation.
9.2 The Partner must ensure compliance with all applicable data protection regulations, including GDPR and or India’s PDPB and other relevant data privacy laws. This includes securely managing all data provided by Spinday Partners or gathered from clients referred to Spinday Partners. Any data breaches must be immediately reported to Spinday Partners.”
10. Additional Offers:
10.1. Periodically and at its sole discretion, Spinday Partners may communicate additional cooperation offers to the Partner, including conditions for performance-based referral bonuses. Any such offers will be subject to the terms outlined by Spinday Partners, contingent upon the Partner's acceptance.
11. Applicable Law:
11.1. This Agreement is governed by applicable legislation, and dispute resolution shall be conducted within the relevant jurisdiction.
Please note that this rewritten content is based on the previous information provided and tailored specifically for Spinday Partners. It covers key aspects of the Partner Agreement, outlining the rights, obligations, payment terms, and other relevant details for partners collaborating with Spinday Partners. Ensure that legal counsel reviews this Agreement to align it with your specific requirements and legal obligations.11.2. The Partner agrees to indemnify, defend, and hold Spinday Partners harmless from any claims, liabilities, damages, or expenses arising from or related to the Partner’s actions under this Agreement.