This Agreement (this “Agreement”) sets out the terms and conditions between LulaBet South Africa (Pty) Ltd (trading as LulaBet, and referred to as “LulaBet”, “us”, “we” or “our” as applicable), a private company duly incorporated under the laws of the Republic of South Africa with Registration Number 2018/557108/07 and you (“Affiliate”, “you” or “your”). Each a “Party” and together the “Parties”.

This Agreement provides you with a non-exclusive, non-transferable, limited, revocable and non-assignable right and licence to distribute the marketing and advertising material on your Affiliate Website(s) for the sole purpose of directing new Players (defined below) to our Website(s) in return for Commission. You may not use or distribute the marketing and advertising material for any other purpose unless you have received our express written approval, which approval may be withheld in our sole discretion.

It is important that you read and understand the contents of this Agreement. By continuing with your application to join our Affiliate Programme, you are agreeing (subject to our approval of your application) to the terms of this Agreement. In order to make an application to join our Affiliate Programme, you must be the owner of, or acting on behalf of the owner of, the website that is signing up for this Affiliate Programme. These terms apply equally if you do not market us through a website or otherwise electronically. If you do not agree with this Agreement or are not authorised to do so, you may not join the programme and you should discontinue your application.

We reserve the right to, at any time and at our sole discretion, with or without giving any prior notice to the Affiliate, update, amend, alter, delete or add any of the provisions of this Agreement. If applicable, a written notice of the amendments may be sent to the Affiliate’s nominated email address and such notice will be deemed to be served once sent by us. If you object to such amended terms, your sole remedy is to refrain from using the Affiliate Programme. In the event of such amendment, all other terms of the Agreement will remain in full force and effect. The Affiliate’s continuing participation in the Affiliate Programme after any amendments or modifications have been made public will be deemed as the Affiliate’s acceptance of the new terms.

In addition to these terms, you should also read our Privacy Policy which sets out how we collect and use personal information.

If it is reasonably necessary to do so LulaBet reserves the right in its sole discretion to withdraw the Website(s) and/or any of the services without prior notice.

If this Agreement is published in any language other than English, where there is a discrepancy, the English language version shall prevail.

Definitions:

Agreement means this agreement between the Affiliate and LulaBet governing the terms of the Affiliate’s participation in the Affiliate Programme including:

• these terms and conditions (as amended from time to time);
• the Affiliate application form;
• our Privacy Policy;
• any supplementary affiliate agreement entered into which expressly amends or supplements this Agreement; and
• such other terms and conditions relating to the Affiliate Programme which may apply from time to time and are provided or made available to the Affiliate in writing;

Affiliate, “you”, “your” means any natural person or company or other legal entity (1) set out in the application form to join the Affiliate Programme, (2) who has registered and is accepted by us as a member of the Affiliate Programme, and (3) who owns and operates a website and/ or provides a marketing service in which our Website(s) is/are promoted for reward in accordance with this Agreement;

Affiliate Account means your unique login- protected account in the Affiliate Programme, set up by us based on the information provided by the Affiliate in the application form, located on the LulaBet Affiliate Programme Website, and set up for the use by the Affiliate to monitor performance, access marketing and advertising materials, access statements (to track your generated revenues) and configure payment details;

Affiliate Programme means the Programme set, agreed to and entered into between us and an Affiliate, in which the Affiliate is marketing LulaBet, creates links for the affiliate site(s) given by LulaBet sites or otherwise promotes the LulaBet sites in return for the payment of a commission in accordance with this Agreement;

Affiliate Website(s) means any website(s) (including any device, specific versions of such website(s) and any native applications related to such website(s)) that are operated by or on behalf of you and which we approve in writing for use by you in our Affiliates Programme from time to time (including as part of your application to participate in such Affiliate Programme);

Business Day means a day, other than a Saturday, Sunday or an official / statutory public holiday, on which trading banks carry out their normal operations in the Republic of South Africa;

Board means the Western Cape Gambling and Racing Board or its successor-in-title; and to the extent that services are rendered by the Affiliate in a province other than the Western Cape Province, board shall mean the relevant gambling board which has jurisdiction in that respect;

CPA means the Consumer Protection Act, Act 68 of 2008 (as amended);

Commission Rate means the percentage of the Net Revenue and/or rate at which an Affiliate will be rewarded by us for promoting our Website(s) as set out in Clauses 7 and 8;

Confidential Information means any information of commercial or essential value to the Party disclosing it in whatever form (including without limitation, tangible or intangible, in written, oral, visual or electronic form or on any magnetic or optical disk or memory and wherever located), which by its nature or content is or ought reasonably to be identifiable as confidential and/or proprietary to the Party disclosing it, such as and relating to, without limitation, affairs and finances of the disclosing Party, financial reports, trade secrets, know-how, technical data, prices, business information, products, product development, processes, strategies, databases, supplier lists, customer/player lists, customer/player data, research data, technology, market information, marketing plans and manners of operation;

FICA means the Financial Intelligence Centre Act, Act 38 of 2001 (as amended);

LulaBet means LulaBet South Africa Pty Ltd, a bookmaker licenced by the Western Cape Gambling and Racing Board, with its principal place of business at 65 Castle Street, Cape Town, 8000;

LulaBet Bookmaker Licence means a bookmaker licence issued to LulaBet by the Western Cape Gambling and Racing Board;

Net Revenue means all Player bets minus all Player winnings minus Player bonuses minus taxes;

Player means (1) a natural person(s) who is eligible to open an account and has successfully registered, opened and holds a new active player account, including username and password, on the LulaBet Website(s), (2) has not been a Player with us before and has not had a previous account on any of our Websites, (3) is not located in a Restricted Territory, (4) is not located in a territory which has previously fallen within the definition of a Restricted Territory or a territory which has otherwise been deemed a territory from which you may not send Players to us in accordance with any previous version of this Agreement or any previous contract between you and us unless we have notified you personally in writing that you are entitled to refer such Players, (5) who has made a first real-money deposit with us, amounting to the minimum required deposit, which they intend to use to place bets, (6) is accepted as a Player under any applicable sign up or identity verification procedure which we may require; (7) is not the Affiliate, its employees, relatives, friends and/or has shared IP addresses, (8) has adequately fulfilled any other qualification criteria that we may introduce from time to time, and (9) has made a purchase and placed a settled bet with us. Notwithstanding any other provisions contained elsewhere in this Agreement, we reserve the right to alter the above-mentioned qualifying criteria at any time by virtue of placing a notice on our Website(s);

POPIA means the Protection of Personal Information Act, Act 4 of 2013 (as amended);

Restricted Territory(ies) means the territories as are set out under Clause 18;

Sub-Affiliate(s) means a third party natural or legal person introduced to us by the main Affiliate via its dedicated URL links or otherwise, that registers with us, enters into this Agreement, and who makes space available to us on its homepage, website, email or other media platform(s) or in any other manner markets us and/or our services; and

Website(s) means the domain www.lulabet.co.za and any sub-domains or such other related domains you may be redirected to (depending on your location) as LulaBet shall notify you from time to time;

Interpretation:

• Any reference in this Agreement to any provision of a statute shall be construed as a reference to that provision as amended, re-enacted or extended at the relevant time. The headings in this Agreement are for convenience only and shall not affect their interpretation. Where the context dictates in this Agreement, the singular shall include the plural and vice versa and any gender includes the other genders. Any reference to a clause shall mean a clause of this Agreement.

1. This Agreement is personal to the Affiliate and you shall not, without our prior written consent, assign, transfer or subcontract all or any of your rights or obligations under the Agreement. We may assign or transfer this Agreement and our rights to any of our associated companies or any third-party.
2. No variation of these terms shall be valid unless authorised in writing by one of LulaBet’s duly authorised representatives. None of our employees, officers or agents may verbally alter, modify, or waive any provision of this Agreement.
3. Our failure to enforce your strict performance of any provision of this Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Agreement against you. 
4. Except only as otherwise specifically provided herein and necessary in connection with the Affiliate’s services provided hereunder, the Parties are independent contractors, and no terms in this Agreement shall create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between the Parties; nor shall it authorise either Party to enter into contractual relationships or incur obligations by or on behalf of the other. The Affiliate shall have no authority to make or accept any offers or representations on our behalf. The Affiliate shall not make any statement, whether on its website or otherwise (including verbally), that represents or implies that the Affiliate has the authority to represent us.
5. If any provision in this Agreement is or becomes invalid or unenforceable and/or is found by any competent authority or a court of law to be invalid or unenforceable for any reason, such invalidity or unenforceability shall not affect the other provisions of this Agreement and such provision will be replaced by one which shall come as close as possible to the commercial purpose of the invalid provision. All other provisions of this Agreement shall continue in full force and effect.
6. Unless otherwise provided for, this Agreement constitutes the entire agreement between the Parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between the Parties, whether written or oral, relating to its subject matter. Each Party acknowledges and agrees that by entering into this Agreement, it does not rely on, and shall have no remedy in respect of, any statement, representation, warranty, understanding, promise or assurance (whether negligently or innocently made) of any person (whether Party in this Agreement or not) other than as expressly set out in this Agreement.
7. Each Party warrants to the other Party that it has the power, authority and legal right to sign and perform in terms of this Agreement and that this Agreement has been duly authorised by all necessary actions of its directors and constitutes valid and binding obligations on it in accordance with the terms of this Agreement.
8. Any consent or approval required to be given by any Party in terms of this Agreement will, unless specifically otherwise stated, not be unreasonably withheld.
9. Each Party agrees that, in its respective dealings with the other Party under or in connection with this Agreement, it shall act in good faith.
10. Except as may be required by law or by any legal or regulatory authority, the Affiliate may not issue any press or media release or other communication to the public with respect to this Agreement or his participation in this Affiliate Programme without our prior written consent.
11. It is the Affiliate’s duty to review this Agreement periodically to ensure familiarity with its most current version.
12. Each Party warrants that it has taken independent legal advice in relation to entering into this Agreement.
13. Audit:
    1. The Affiliate will allow us and our third- party auditors to conduct an audit of the activities and records of the Affiliate, and permit us to take copies of such records, on reasonable notice, at reasonable times, and no more than once during each year of the term of this Agreement. The Affiliate will provide access to its records, systems, facilities and/ or personnel (each to the extent reasonably necessary) in connection with the audit.
14. Force Majeure:
    1. Should we be prevented and/ or hindered from performing an obligation and/ or fulfilling any of our obligations to you as a result of an event beyond our reasonable control and through no fault or negligence on our part, then those obligations will be deemed to have been suspended to the extent that and for as long as we are prevented and/ or hindered from fulfilling them.
    2. We shall not be liable for a failure to perform any of our obligations if we can reasonably evidence that (i) the failure was due to a Force Majeure Event beyond our control; (ii) we could not reasonably be expected to have taken the Force Majeure Event and its effects upon our ability to perform into account at the time of the conclusion of this Agreement and agreeing to these terms; and (iii) we could not reasonably have avoided or overcome the Force Majeure Event or at least its effects.
    3. For the purposes hereof, a “Force Majeure Event”, includes but is not limited to, supernatural events, vis major, casus fortuitus, any act of God, wars, whether declared or not, civil war, civil violence, riots and revolutions, revolts, acts of sabotage, terrorism, natural disasters such as violent storms, cyclones, earthquakes, tidal waves, floods, destruction by lightning, epidemics, pandemics, explosions, fires, destruction of machines, of factories and of any kind of installations, embargo, boycotts, strikes and lock-outs of all kinds, go-slows, occupation of factories and premises and work stoppages, or other labour-related problems, as well as DDoS attacks, interruption or delay in the transmission of telecommunication services, actions undertaken by its providers or producers, incapacity of obtaining the required materials, deliveries of electrical power required for the provision of the services, sanctions, acts of any Government or other Authority (whether lawful or unlawful), compliance with Government orders, demands or regulations (whether lawful or unlawful), or any circumstances of like or different nature beyond our reasonable control.
    4. Relief from liability for non-performance under this clause will start on the date on which we give Notice of the Force Majeure Event and will stop on the date when the Force Majeure Event ceases to exist; provided that if the Force Majeure Event continues for a period of more than 30 (thirty) days after it has first occurred then we will be relieved from any and all obligations in terms of or arising out of this Agreement by giving you notice to that effect.
15. Notices:
    1. Any notice given or made to us under the terms of this Agreement shall be sent via email to partners@lulabet.co.za and marked for the attention of the Affiliate Account Manager. We shall send the Affiliate any notices given or made under the terms of this Agreement to the nominated email address in the Affiliate Account.
    2. Any notice shall be deemed to have been received within 24 hours of delivery. If the receipt occurs before 9am on a Business Day, such notice shall be deemed to have been received on that specific day. If such receipt occurs after 5pm on a Business Day, or on any day which is not a Business Day, the notice shall be deemed to have been received at 9am on the following Business Day.
16. Without derogating from our rights under this Agreement and/ or in law, we may set off any amount which you owe to us pursuant to this Agreement and/ or in law from any sum that you are entitled to receive from us, from whatever source.
17. WE MAY TERMINATE THIS AGREEMENT IF WE DETERMINE IN OUR SOLE DISCRETION THAT YOUR WEBSITE, ITS CONTENT AND/ OR ANY MARKETING ACTIVITY IS UNSUITABLE. Unsuitable sites/ content and/or activity include, but is not limited to: display of child pornography or other illegal or sexual acts or sexually explicit materials, contains obscene/ defamatory/ hate/ violence/ offensive content, promote violence or obscenity, promote discrimination based on race, sex, religion, nationality, disability, sexual orientation or age, promote illegal activities or violate intellectual property rights (including without limitation, scraping text or images from our Website(s)), actually or potentially infringing any of our rights and/or any other third party, contains pages targeted at any person under 18 years of age, are otherwise deemed and considered by us at our sole discretion to be offensive and/or inappropriate and/or unsuitable and so notified by us.

1. You declare that you maintain, have acquired and made all the necessary registrations, permits, authorizations and licenses that may be required for your lawful performance under and in terms of this Agreement. Any new Affiliate application includes a review of your Affiliate Website(s) which may include, but not limited to, an assessment of your application of the applicable laws. 
2. To become a member of our Affiliate Programme, you will need to accept these terms, complete and submit the application form and provide us with any supporting documents which we reasonably request.
3. By submitting an application, you hereby represent and warrant that:
   1. the information provided in your application form is complete, current, true, correct and valid and you will update it as required on an ongoing basis in order to ensure that it remains correct;
   2. you have not already registered as an Affiliate (only one Affiliate account is permitted per person, unless we expressly approve additional Affiliate accounts in writing);
   3. you are aged 18 or over (or any other higher age restrictions that may apply to different jurisdictions), legally capable of entering into a binding contract, and you are not aware of any legal, commercial, contractual or other restriction against your participation in the Affiliate Programme in accordance with this Agreement;
   4. both prior to and upon approval of your application, you possess the legitimate right to enter into this Agreement as well as the right to carry out all and any obligations under this Agreement;
   5. if you are registering on behalf of a company, that you have the full right, power and authority to enter into this Agreement on behalf of the company;
   6. your performance of this Agreement shall not infringe the intellectual property rights or any other rights of any third party, including without limitation, right of privacy, right of publicity, contractual or other right of any person, or constitute any slander or defamation of any person;
   7. you shall provide, at any given point, both before your acceptance as an Affiliate as well as at any point during the duration of the Agreement, whether you are a natural person or a juristic person/ entity, upon our request, any due diligence information, KYC documentation, including but not limited to: proof of identity, proof of physical/ business address, incorporation/ company registration documents; and
   8. you shall provide, at any given point during the duration of the Agreement, any such information to us as we may reasonably require in order to enable us to comply with our information reporting and other obligations to any relevant regulatory authorities.
4. You undertake that if there should, at any time during your participation in the Affiliate Programme, occur any event which may cause any of the above warranties to become false, or which may prevent you from wholly fulfilling your obligations in accordance with this Agreement, you shall promptly notify us, and we shall be entitled to terminate your participation in the Affiliate Programme with immediate effect, without the requirement to make any further payments to you.
5. This Agreement shall be deemed as accepted by you on the earlier of you:
   1. submitting an application form to participate in the Affiliate Programme; or
   2. continued participation in the Affiliate Programme, at which point this Agreement will be legally binding between us and you.
6. We have full discretion in deciding whether to accept or decline your application to join the Affiliate Programme. There exists no entitlement to participate in our Affiliate Programme. Our decision is final and will be communicated to you by email at the address nominated in your application form. The effective date of this Agreement is when you receive an email notifying you that you have been accepted onto the Affiliate Programme. If you receive confirmation from us that we have accepted your application, this Agreement shall come into force and shall become legally binding and enforceable.
7. Only approved Affiliates shall be entitled to run campaigns.
8. You acknowledge and specifically agree that it is your responsibility to keep your Affiliate details (including, but not limited to, all commission payment details), as registered on your Affiliate Account, correct and up to date. You must notify us of any changes to your contact details. We may withhold your Commission and/or suspend your Affiliate Account if you fail and/or neglect and/or refuse to notify us of these changes. We may require further KYC documentation from you when you update your details. We reserve the right to close your Affiliate Account if you fail to provide this documentation.
9. The confidentiality of your Affiliate Account password, login details and other security information shall be your sole responsibility and you hereby specifically indemnify LulaBet against any and all liability should such information be negligently disclosed by you.
10. Your Affiliate Account is also governed by our Privacy Policy.
11. Grant of Licence:
    1. We grant to you a non-exclusive, non-transferable, limited, revocable and non-assignable right and licence to (i) access our Website(s) through affiliate/referral links solely in accordance with the terms of this Agreement, (ii) to distribute the marketing and advertising material on your Affiliate Website(s) for the sole purpose of directing new Players to our Website(s) in return for Commission, and (iii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the “Licensed Materials”) that we provide to you or authorize for such purpose.
    2. You may only use the Licensed Materials if you are a member in good standing of our Affiliate Programme. You agree that all use of the Licensed Materials will be on our behalf and the goodwill associated with it will be for our sole benefit.
    3. You agree not to use our proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays us in any negative light. We reserve all of our rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, we retain all right, title, and interest to proprietary materials and no right, title, or interest is transferred to you.

1. We will provide all the necessary information, affiliate-links and marketing and advertising material to the Affiliate. We will supply you with the links for inclusion on the Affiliate Website(s) and such other Licensed Materials as are necessary for you to act as our affiliate. Subject to this Agreement, you may display the links as often and in as many areas of your Affiliate Website(s) as you wish.
2. We will handle the revenue and traffic that the Affiliate has created through the affiliate- links. We will report to the Affiliate the exact numbers of earnings generated from the affiliate- links, such as Net Revenue and Affiliate Commissions.
3. We will pay Affiliate Commissions in accordance with this Agreement.
4. We shall use our best endeavours to ensure that whenever a user links to the Website(s) through the links and subsequently becomes a Player, the relevant Player is identified as originating from the Affiliate; however, we shall not be liable to you in any way if we are unable to identify a Player as originating from the Affiliate’s referral.
5. We will track Players’ play and will supply reports summarising Player activity to the Affiliate. The form, content and frequency of the reports may vary from time to time in our sole discretion.
6. We reserve the right to refuse Players or close their accounts in our sole discretion.
7. We make no representation that the operation of the Website(s) will be uninterrupted or error-free and we will not be liable for the consequences of any interruptions or errors.
8. We reserve the right to monitor your affiliate activity to determine your compliance with this Agreement.
9. We have the right to terminate your participation in the Affiliate Programme immediately and without prior notice to you if you commit fraud or abuse this Affiliate Programme in any way. If such fraud or abuse is detected, we shall not be liable to you for any Commissions that would otherwise have accrued from any fraudulent sales or sales based on such fraud or abuse.

1. By agreeing to participate in this Affiliate Programme, we grant you the exclusive, non-transferable, limited, revocable and non-assignable right to create and maintain unique hypertext reference links from your Affiliate Website(s) to the Websites which are owned or operated by, or branded as, LulaBet.
2. We have the right to retain all amounts otherwise due to you under this Agreement if we have reasonable cause to believe there has been traffic generated to the Websites in bad faith.
3. We have the right to withhold Affiliate payments and/or suspend or close Affiliate Accounts where Players are found to be abusing any of our offers and/or promotions, whether done with or without your knowledge. Such situations include, but are not be limited to, different Players betting both sides of an event or market to limit risk and claim bonuses.
4. Your activities shall comply with all applicable laws and industry practices applicable to online marketing, online advertising, and marketing of online gambling and betting sites.
5. You shall take reasonable steps to ensure the reliability and proper training of your employees, officers and representatives and that such employees, officers and representatives understand the data protection and marketing requirements applicable to both the Affiliate and to us.
6. You agree to use your best efforts to market and promote LulaBet in a manner consistent with good business ethics and in good faith, and that you shall at all times act in a manner that will not harm our reputation and goodwill.
7. You are responsible for your Affiliate Website and any marketing activities undertaken by you. In furtherance thereof, but without limitation:
   1. the Affiliate shall be solely responsible for the operation and content of its Affiliate Website(s). The Affiliate shall remove such offensive and/or inappropriate and/or unsuitable content or cease any undesirable activity immediately upon receiving notification from us that the content or activity is in breach of these provisions;
   2. the Affiliate agrees to ensure that its activities and its Website(s) will comply with all legislation, regulations, rules and codes of practice in the jurisdiction from which it is operating and any other jurisdiction in which a Player is situated or from or in which we operate;
   3. if the Affiliate is found to be in breach of any legislation it agrees to indemnify us for any costs relating to any legal proceedings, actions, disputes, damages and/or penalties.
8. You shall not do anything or cause anything to be done that may affect our ability to be qualified for or to hold or maintain any license, permit or approval granted, or to be granted, by any competent authority. Similarly, you shall not do anything or cause anything to be done that may reasonably be construed as causing us reputational harm or create a material negative perception of the integrity of LulaBet or our Affiliate Programme.
9. We prohibit any Affiliate activity in connection with any content or material which contains: (a) third party intellectual property which the Affiliate is not properly licensed to use; (b) information that is unlawful, harmful, threatening, obscene, discriminatory, scandalous, fraudulent or offensive; (c) any information that may subject LulaBet or our Affiliate Programme to any cause of action, in law, equity or otherwise; or (d) any information which LulaBet or our Affiliate Programme, in its sole discretion, determines to be objectionable, undesirable, harmful, in bad taste, or potentially damaging to the interests and goodwill of LulaBet or our Affiliate Programme.
10. You may not conduct any marketing, advertising or promotional activity which may (a) potentially deceive, confuse or mislead users; or (b) infringe on any third-party rights, including the rights of privacy, publicity, or Intellectual Property rights. You shall ensure that the marketing and advertising materials are displayed only in connection with websites and materials which are lawful, proper, professional and tasteful.
11. Your Affiliate Website(s) must not copy the look and feel of our Website(s) or have the potential to cause the impression that any sites or landing pages used by you are owned, operated or affiliated with us or any of our associated brands.
12. You shall refrain from registering (or applying to register) any domain names, trademarks, social media accounts or pages or platforms similar to those used by or registered in the name of LulaBet or any other name that could be understood to designate LulaBet.
13. We have the right to demand the immediate takedown or modification of any materials that you distribute, or cessation of any or all marketing activity in connection with LulaBet or our Affiliate Programme, at any time and in our sole discretion. We have the right, from time to time, to review your affiliate marketing activities and in our sole discretion may approve or reject your marketing methods and/or Affiliate Website(s).
14. You agree that you shall neither offer nor provide incentives (financial or otherwise) to any potential new Player without our prior written approval, save for the standard promotional programmes which we may make available to you from time- to- time through the Affiliate Programme.
15. You will not knowingly benefit from known or suspected activity not performed in good faith (or alternatively, performed in bad faith), whether such activity actually causes damage to us or not.
16. You undertake and agree to maintain complete records, regarding your activity in the Affiliate Programme and any marketing or promotional activity undertaken in furtherance thereof, during and for a period of three years after the termination or expiration of your participation in the Affiliate Programme.
17. You acknowledge and specifically agree that in performing your obligations under this Agreement, you are strictly prohibited from marketing and promoting our Website(s) to residents of the Restricted Territories and you shall exercise all possible technical and operational measures to prevent marketing to residents of the Restricted Territories.
18. You shall not acquire any right to any data relating to the Players.
19. You are expressly prohibited from providing the Players’ details to any third party, during the term of this Agreement and at any time after the expiration or termination of this Agreement. If you do, we shall be entitled to immediately terminate this Agreement and to indefinitely withhold and have forfeited to us all Affiliate Commissions otherwise owing to you at such time.
20. You shall not read, intercept, modify, record, redirect, interpret, or fill in the contents of any electronic form or other materials submitted to us by any person.
21. You shall not alter, redirect or in any way interfere with the operation or accessibility of our Website(s) or any page thereof.
22. You shall not attempt to intercept or redirect (including via user-installed software) traffic from or on any website or other place that participates in our Affiliate Programme.
23. In addition, and without derogating from any of the above, the Affiliate shall not at any time by itself, nor will the Affiliate allow, assist or encourage others to use or cause spamming. We shall be entitled to terminate this Agreement with immediate effect without liability if there is any form of spamming or if you advertise our services in any way other than as contemplated n this Agreement.
24. You acknowledge and specifically agree that any breach of the aforementioned obligations shall constitute a material breach of this Agreement and we may (without limiting any other rights or remedies available to us), at our sole discretion, withhold and have forfeited to us any Affiliate Commission and/or terminate this Agreement with immediate effect.

1. By participating in the LulaBet Affiliate Programme, the Affiliate agrees to place marketing and advertising materials on the Affiliate’s own Affiliate Website(s) and/or other marketing platforms, promoting our brand or promoting our Website(s) in any other manner to which you have received our prior written approval.
2. Affiliates shall market and refer potential Players to the LulaBet Website.
3. The Affiliate may not attempt to communicate with any Player whether directly or indirectly to coerce them to take their custom to another online site which is not owned by LulaBet without our prior written approval. Should you do so, we may (without limiting any other rights or remedies available to us), at our sole discretion, withhold and have forfeited to us any Affiliate Commission and/or terminate this Agreement with immediate effect.
4. LulaBet shall provide the Affiliate with pre-approved marketing and advertising materials (the “Marketing Materials”). These Marketing Materials are available through the LulaBet website. Any and all Marketing Materials designed either by us or the Affiliate shall strictly comply with the prescribed Advertising Rules (defined below). You may only use pre-approved Marketing Materials supplied by LulaBet, unless we have given you express prior written approval to use external promotional material. For avoidance of doubt, Marketing Materials include, but are not limited to: email promotions, creative banners, editorial columns, images, logos, email templates, text links, text, graphics, audio, video and mixed materials of an advertising nature, which serve to promote our products on the Internet.
   1. The prescribed Advertising Rules means the rules contained in (i) the Western Cape Gambling and Racing Act, 4 of 1996 (the “Act”); (ii) the Western Cape Gambling and Racing Regulations to the Act; (iii) Rule 3 of the Western Cape Gambling and Racing General Rules; and (iv) the National Gambling Act, 7 of 2004.
5. You may not alter or modify the Marketing Materials’ appearance nor refer to us in any promotional materials other than those which are made available to you.
6. You agree that you will adhere to all policy and guideline documents which we send you from time to time. In addition, you agree that you will keep up to date with all marketing rules, including, and where applicable, any Advertising Standards Authority guidelines and the requirements contained in the CPA and the POPIA, and that you will undertake any online training courses which we may require you to undertake and complete.
7. You will not: (i) use any systems and tipster sites unless you clearly state that using these sites does not guarantee success; and (ii) display or promote matched betting and/or systems on your Affiliate Website(s) and/or platforms.
8. You must always ensure that each advertisement promoting an offer complies with our brand image.
9. No Affiliate is permitted to use the LulaBet name or LulaBet brand as part of any advertising campaign. If you are found to be brand bidding we have the right to, at our sole discretion, withhold and have forfeited to us any Affiliate Commission and/or terminate this Agreement with immediate effect.
10. You shall ensure that it is made clear to all recipients of any marketing and advertising communications and interactions that the same are sent from you and not LulaBet. You shall strictly and fully comply with the CPA and the POPIA.
11. Direct Marketing:
    1. Affiliates may not use spam to promote the Affiliate Programme. Affiliates sending advertising via blogs, email, forums, live messages without the recipients’ permission to send such material shall constitute spam. If you do, we may, at our sole discretion, withhold and have forfeited to us any Affiliate Commission and/or terminate this Agreement with immediate effect.
    2. Under the CPA (in terms of Sections 11 and 12), all consumers have the right to opt-out of direct marketing sent by whatever means. In this regard, a person authorising or conducting any direct marketing must:
       1. implement appropriate procedures to facilitate the receipt of any opt-out demands; and
       2. not charge a consumer a fee for exercising their right to opt-out.

1. We encourage an active Affiliate Programme, and for the benefit of all Parties we have the right to review and take action on any Party that has been inactive for more than 6 months.
2. The Affiliate shall receive a Commission at the rate which is specified and set out in Clause 8 hereinbelow.
3. The Commission is paid for so long as the Player is a registered Player on our Website(s) provided that the Affiliate’s Affiliate Account remains active.
4. Commissions owed to Affiliates must be withdrawn within twelve (12) months from when such amount becomes due. If the Affiliate fails to withdraw within this time period, we will declare the outstanding amount to be forfeited to us and we will have no liability to pay it.
5. No Commission will be retroactively paid out for and in relation to the time that the Affiliate was inactive.
6. Commissions will not carry over to a reactivated account when an Affiliate Account is in the inactive state.
7. Meaning of “Inactive”:
   1. To remain active, an Affiliate Account must meet at least ONE of the following minimum requirements within a quarterly (consecutive three (3) calendar month) period: The Affiliate must have generated at least be the effective cause of 2 verified Player registrations to the Website(s).
   2. An Affiliate Account will be reactivated if it meets any one of the two above requirements and concurrently requests reactivation of their Affiliate Account via written notification sent to the following email address: partners@lulabet.co.za.
   3. At any time where three (3) calendar months have elapsed and an Affiliate Account remains inactive, we shall be entitled, in our sole discretion to: (i) suspend the Affiliate’s Affiliate Account; and/or (ii) adjust the rate of the Affiliate’s Commission. The Affiliate will be given 24 hours’ notice before this adjustment takes effect.
8. If the Affiliate Account is unused for withdrawals, or is otherwise inactive (such inactivity may include, for example, the Affiliate not logging into his/her account), for a period of at least six (6) months, it will be deemed an “Inactive Account”. We shall notify the Affiliate that its account is an Inactive Account and that an Inactive Account administrative fee may be deducted if the Affiliate does not reactivate its Affiliate Account.
   1. No such administrative fee will be deducted from the Affiliate Account prior to us having made reasonable efforts to contact the Affiliate via the contact details last provided by the Affiliate. The administrative fee will be applied against the payments (including future payments) that would otherwise be payable to the Affiliate. If the Affiliate has any queries regarding inactive accounts, it should contact us for further information.
9. If fourteen (14) days have elapsed since such notification was sent to the Affiliate, and the Affiliate Account remains inactive, the Affiliate’s Affiliate Account shall be closed without further notice to the Affiliate and this Agreement shall be terminated.

1. You are eligible to earn Commission in respect of betting activity by new Players referred by you and any sub- affiliate linked to your Affiliate Account and registered as an Affiliate with us. Commission owing to an Affiliate is calculated as a percentage on the Net Revenue generated.
2. We reserve the right to update and/or vary and/or amend the Commission Rate Structure from time to time in our sole discretion.

1. Commissions paid are based on Players’ online betting activities on our online betting platform. Commissions are not paid on any betting activity by the Affiliates themselves, any family member of an Affiliate or any member of the Affiliate’s household.
2. Commissions are not paid on bets placed via fraudulent credit card transactions and/or reversed/charged back transactions. The referring Affiliate will be made aware of any such transactions as soon as possible. Should an Affiliate’s Commission for the reversed/charged back transaction already be remitted, LulaBet shall deduct the full amount of Commission from the fraudulent transaction from future Affiliate Commissions until the amount of chargeback is reclaimed in full.
3. We have the right to immediately terminate an Affiliate Account that has at in our sole discretion, an unusually high quantity of chargebacks. Furthermore, we shall notify the relevant authorities and may pursue a damages claim against any Affiliate suspected to be involved in fraudulent charge back activity.
4. We shall not pay any Commissions to an Affiliate if we have reason to believe that such Affiliate traffic is in any way illegal or if the Affiliate is in breach of any provision of this Agreement or the applicable regulations and rules.
5. In case of fraud, non-compliance or suspected fraud we have the right to terminate this Agreement with immediate effect and withhold and have forfeited to us any Commission accrued on the Affiliate’s Affiliate Account.
6. An Affiliate’s Commission may also be reduced or suspended if the Affiliate reduces its promotion of our brand.
7. LulaBet shall provide you with statements accessible via your Affiliate Account detailing the number of Players and the revenues generated, if any, which have accrued to you over the course of the previous calendar month. At the end of a calendar month, we shall record your total share of Net Revenue, if any, during the previous calendar month.
8. If a revenue share does not exceed R500.00 LulaBet shall be entitled to withhold and carry forward such sum until the end of the first calendar month in which the revenue share (including any sum carried forward) exceeds R500.00, at which time payment shall be made in accordance with 9.9. For the avoidance of doubt, you will only receive a pay-out when there is a positive balance and it is greater than R500.00 in any given month.
9. The Commission due and owing to you shall be paid out within fourteen (14) calendar days of the end of the relevant calendar month.
10. Payment shall be effected by electronic funds transfer (EFT) into the nominated bank account of the Affiliate, and such bank account details, shall be provided to us when completing the Affiliate application form. You will notify us immediately if you change your banking details.
    1. We shall make reasonable efforts to make any payments due to you in a timely manner; however, we shall not be liable for occasional delays or delays outside of our control (e.g. an Affiliate fails to notify us of a change in banking details in a timely manner). If you become aware of any overdue payments due to you, please contact us immediately and we will seek to resolve the matter as soon as reasonably possible. If you have failed to notify us of a change in banking details, we shall make reasonable efforts for a period of up to six (6) months to contact you via the contact details last provided by you to obtain alternative payment details. If we are still not in a position to make the payments after this period, we may close or suspend your Affiliate Account without further notice and any payment otherwise due to you shall be forfeited to us.
11. Affiliates have confidential access to their Affiliate Accounts to view real time statements showing total sales, the commissionable rate and the total Commission due. All calculations in connection with the Commission amount due and payable to the Affiliate will be made by us and based solely on our systems’ data and records.
    1. We make every effort to ensure that no errors are made in the calculation of amounts due to Affiliates; however, human, systems or third-party error may occasionally result in errors. We reserve the right to correct any obvious errors and to void any payments (including the right to be reimbursed where payments have been made in error) where such has occurred.
    2. In the case of any obvious errors in payments made (including for example where the payment made is materially different to previous or comparable payments/periods and/or the payment is clearly incorrect, depending on all of the circumstances), the amount paid will be revised at the appropriate rate. Should you be credited in error, it is your responsibility, and you undertake, to notify us of the error without delay. You hereby undertake to provide your full cooperation to us to correct any such errors, including by way of the refund to us of any over-payments. We may set off any payment amount due to us from you against any future payment Commissions owed by us to you under this Agreement.
12. If the Affiliate disagrees with the reported Commission, the Affiliate shall report it to us within seven (7) days of the statement being produced on the Affiliate Account. If the Affiliate does not report its differing opinion to us within the given time, this will be interpreted and deemed to indicate that the Affiliate agrees with and accepts the reported Commission for that period. In case of any discrepancies in the Commission calculations and all pay- outs we reserve the right to correct such calculation at any time and will immediately pay out underpayment or reclaim overpayment made to the Affiliate.
13. The Affiliate agrees to return all received Commissions that have been based on fraudulent or falsified transactions and to compensate us for any costs and losses related to these transactions (including legal fees and costs).
14. We may, in our sole discretion, refrain from paying any balance of Commissions owed to an Affiliate for up to 180 days, where an investigation is required to confirm whether or not the relevant and applicable transactions have taken place in accordance with this Agreement.
15. We shall not be liable for delayed payments due to any unforeseen reasons. 
16. We shall transfer funds only to the designated and nominated account detailed on the Affiliate’s application form. Third party wire transfers are prohibited by us.

1. Introduction:
   1. An Affiliate (in this instance referred to as the “Main Affiliate”) may introduce potential third party Affiliates (Sub- Affiliates”) to LulaBet and the Sub-Affiliates’ applications will be evaluated and considered by us. If an application is accepted, the Main Affiliate will be notified by us of the acceptance of the Sub- Affiliate’s successful application. We reserve the right, at our sole discretion, to reject and/or decline a Sub-Affiliate application.
   2. All Sub-Affiliates will be linked to the Main Affiliate’s Account provided that the Sub-Affiliate(s) signs up, registers and applies using one of the Main Affiliate’s Sub-Affiliate referral links. In order to become a Main Affiliate, the Main Affiliate must (i) submit a request and (ii) obtain written approval from us, whereafter a referral link is then provided to the main Affiliate.
2. Sub-Affiliate Application, Registration and Agreement:
   1. As a condition of our acceptance of a Sub-Affiliate to our Affiliate Programme, each Sub-Affiliate shall be required to accept the LulaBet Agreement. In order to become a Sub-Affiliate, the Sub-Affiliate must be registered using the Sub-Affiliate referral link provided by the Main Affiliate. The Main Affiliate cannot claim revenue from a Sub-Affiliate not registered through our Affiliate Programme and clearly linked to the Main Affiliate. The Main Affiliate is solely responsible for ensuring the proper completion of a Sub-Affiliate’s application form. In the result of failure to complete any steps correctly, the Sub-Affiliate may not be linked to you.
3. Sub-Affiliate Commissions:
   1. Sub-Affiliates shall receive Commission from us and the Main Affiliate shall be entitled to receive a portion of its Sub-Affiliate’s Commission.
4. We have the right, at our sole discretion, to investigate any Sub-Affiliate referred to us by you if we suspect any suspicious activity on the Sub-Affiliate account. If a Sub-Affiliate referred to us by you has breached any of the terms of this Agreement, we reserve the right, at our sole discretion, to withhold all Sub-Affiliate Commission payments (relating to that Sub-Affiliate) due to you and to suspend and/or freeze and/or confiscate any funds relating to the Sub- Affiliate’s Affiliate account.

1. You are fully responsible for all taxes, fees and other costs incidental to and arising from any payments made to you under this Agreement, including without limitation any processing fees.
2. You will indemnify and reimburse us for any costs, expenses or losses that may be caused to us as a result of any claim or demand made by any governmental or other authority, with regard to tax withholding obligations or similar obligations to which we may be subject in connection with making payments to you.
3. We will be entitled to withhold or set-off any such tax amounts from the payments made to you.
4. All Affiliates shall be responsible for paying taxes or VAT on their affiliate earnings under the laws applicable to them.

1. WE SHALL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF REVENUE OR DATA, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT OR THE AFFILIATE PROGRAMME, NOTWITHSTANDING THAT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, OUR MAXIMUM AGGREGATE LIABILITY ARISING UNDER THIS AGREEMENT AND THE AFFILIATE PROGRAMME SHALL NOT EXCEED THE TOTAL AMOUNT OF COMMISSION FEES PAID OR PAYABLE TO YOU FOR THE FOUR (4) MONTHS PRIOR TO THE DATE OF THE CLAIM ARISING.
2. FOR THE AVOIDANCE OF DOUBT, IN NO EVENT SHALL WE BE RESPONSIBLE FOR ANY DISPUTE OR CLAIM BETWEEN THE AFFILIATE AND ANY USER OF THE AFFILIATE’S WEBSITE(S).

1. Indemnity:
   1. YOU SHALL DEFEND, INDEMNIFY, AND HOLD US, AND OUR RESPECTIVE SHAREHOLDERS, DIRECTORS, MANAGERS, AGENTS, OFFICERS, EMPLOYEES, AND REPRESENTATIVES HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, LIABILITIES, LOSSES, DAMAGES, COSTS AND EXPENSES, INCLUDING LEGAL AND PROFESSIONAL FEES, RESULTING FROM, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH YOUR PARTICIPATION IN THE AFFILIATE PROGRAMME, ANY BREACH OF THIS AGREEMENT BY YOU, YOUR ACTS OR OMISSIONS, YOUR NEGLIGENCE, OR YOUR USE OR MISUSE OF BANNERS, ICONS, LINKS, TRADE MARKS OR OTHER INTELLECTUAL PROPERTY PURSUANT TO THIS AGREEMENT AND/OR TRACKING MECHANISMS.
2. Disclaimers:
   1. WE MAKE NO EXPRESS OR IMPLIED WARRANTIES OR REPRESENTATIONS WITH RESPECT TO THE LULABET WEBSITE(S) OR THE AFFILIATE PROGRAMME (INCLUDING WITHOUT LIMITATION WARRANTIES OF FITNESS, MERCHANTABILITY, 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 THE WEBSITE(S) WILL BE UNINTERRUPTED OR ERROR-FREE, AND WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.

1. Either Party may terminate this Agreement with immediate effect at any time, with or without cause, by giving the other Party written notice. Written notice can be sent by email to either Party.
2. For purposes of notification of termination, delivery via email is considered a written and immediate form of notification.
3. Upon Termination:
   1. you must remove all of our banners/icons from your Website(s) and disable any and all links from your Website(s) to all ours and cease promoting us in any manner;
   2. all rights and licenses you have been granted in terms of this Agreement shall terminate with immediate effect;
   3. you will only be entitled to any unpaid Commissions, if any, as is set out in Clause 9 hereinabove and generally provided for in this Agreement;
   4. you are not eligible to receive Commission after the date of termination of this Agreement. This applies when this Agreement is terminated for any reason by either Party;
   5. our continued generation of revenue from Players after termination, shall not constitute a continuation or renewal of this Agreement or a waiver of termination between us and you shall not be entitled to any revenue share in respect of revenues generated by Players following the termination of this Agreement;
   6. you shall return to us any Confidential Information and any and all copies of it in your possession, custody and control, and shall cease all uses of any trade names, trademarks, service marks, logos and other designations of LulaBet;
   7. you and LulaBet will be released from all responsibilities, obligations and liabilities to each other occurring or arising after the date of such termination, except with respect to those obligations which by their nature are designed to survive termination, as set out in this Agreement or those liabilities which arose prior to termination;
   8. termination will not relieve or discharge you from any liability arising from any breach of this Agreement which occurred prior to termination;
   9. we shall be entitled to deduct from any payments due and payable to you, any such debts and liabilities due to us.
4. This Agreement will terminate immediately:
   1. without notice upon any material breach of the terms and conditions by the Affiliate;
   2. if the Board instructs us to terminate this Agreement.

1. You warrant that you, the Affiliate Website(s), any Sub-Affiliate and /or any third-party promoter and any other third party engaged by you, shall at all times comply in full with and undertake to process personal data only in accordance with applicable data protection laws. Any material breach of the applicable data protection laws is considered a material breach of this Agreement.
2. We will comply with applicable data protection laws (including the FICA and the POPIA) in respect of personal information supplied to and used by us.
3. If you and/or any Sub-Affiliate process any data on our behalf, you and/or any Sub-Affiliate and /or any third-party promoter must comply with our Privacy Policy which forms part of this Agreement.
4. You warrant that you will co-operate with us fully and promptly in the event that we request information on your data protection practices and you agree that we may monitor such data protection practices to ensure compliance with applicable data protection laws.
5. We process some of your personal data. To understand which personal data we process and how we use your personal data, please read our Privacy Policy.

1. During the term of this Agreement, you may be entrusted with Confidential Information relating to our business, operations, technologies and/or the Affiliate Programme. You undertake that you shall not during the term of this Agreement and at any time hereafter use, disclose, transfer or communicate to any person, except to duly authorised representatives or advisers or as may be required by law or any legal or regulatory authority, any Confidential Information concerning our business or affairs. You shall use reasonable endeavours to prevent the publication or disclosure of any Confidential Information concerning such matters. Your obligations with respect to Confidential Information survive the termination of this Agreement.

1. The names, images, pictures, logos and icons identifying LulaBet and our services are, unless otherwise stated, our intellectual property. Other products, pictures, images, logos, and icons and company names mentioned on the Website(s) may belong to other companies.
2. All intellectual property rights in the design, content and arrangement of the Website(s) (including its text, domain name and graphics, all software compilations or underlying source code, banners, text links and all other material on the Website(s)) are reserved by LulaBet or its content and/or technology providers.
3. “Intellectual Property Rights” means, without limitation, all patents, patent applications, present and future copyrights, copyright registrations and applications therefor, trademarks, trademark registrations, service marks, service names, trade, business and domain names, rights in trade dress or get-up, rights in goodwill or to sue for passing off, unfair competition rights, rights in designs, rights in computer software, software programmes, database rights, inventions, trade secrets and know-how, right to creative or original works, rights in Confidential Information (including know-how and trade secrets) and any other proprietary rights owned by or licensed to LulaBet, in each case whether registered or unregistered and including all applications for and renewals or extensions of such rights, and all similar or equivalent rights or forms of protection in any part of the world.

1. You shall not target or advertise any of the services in any of the restricted/ prohibited / excluded territories or jurisdictions where gambling is illegal or where the promotion, marketing or advertising of gambling or betting is illegal.
2. Our list of Restricted Territories can change from time to time. IT IS YOUR RESPONSIBILITY TO CONSULT AND REGULARLY CHECK OUR WEBSITE REGARDING ANY CHANGES TO THE LIST OF RESTRICTED TERRITORIES.
3. We have the right to take legal steps against you should you advertise us to any individuals within territories or jurisdictions identified on the Restricted Territories List, and to, in our sole discretion, withhold and have forfeited to us any Affiliate Commission and/or terminate this Agreement with immediate effect.

1. This Agreement and any dispute or claim arising out of or in connection with it or its subject-matter or formation (including non-contractual disputes or claims) shall be governed by and construed and interpreted in accordance with the laws of the Republic of South Africa.
2. The Affiliate hereby consents and submits to the exclusive jurisdiction of the Western Cape High Court (Cape Town), South Africa in respect of any action or proceedings which may be brought by either Party, and waives any objection to proceedings in said court on the grounds of venue and/or on the grounds that proceedings have been brought in an inconvenient forum. 
3. The language of the proceedings shall be English unless otherwise agreed between the disputing Parties.

If you have any questions, complaints, comments or requests regarding our Affiliate Programme, we can be reached by:

• sending an email to: partners@lulabet.co.za, or
• phoning: (0860) 762 237, or
• writing to: 65 Castle Street, Cape Town, 8000, South Africa

By completing the Affiliate application IN RESPECT OF the Affiliate Programme and clicking “I have read and agree to the affiliate terms and conditions within the APPLICATION form”, you hereby agree to participate in the affiliate Programme and abide by all the terms and conditions set out in this agreement. You shall be obliged to continuously comply with the terms AND CONDITIONS of this agreement, ANY OTHER general terms and conditions and privacy policies of the website WWW.LULABET.CO.ZA, as well as with any other rules and/or guidelines brought forward from time to time. YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THIS AFFILIATE PROGRAMME AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS SET FORTH HEREIN. An agreement between US and the Affiliate shall comE into effect on the date when the affiliate application is approved in writing by US.

© LULABET SOUTH AFRICA (PTY) LTD 2022. LICENSED TO LULABET. ALL OTHER RIGHTS RESERVED. UNAUTHORISED COPYING, USE AND DISTRIBUTION EXPRESSLY PROHIBITED.

LAST UPDATED: 8th July 2022