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Terms and Conditions By completing and submitting the application form found on the Tilt the Odds Affiliates Website, the Affiliate acknowledges that it has read this Agreement and agrees to be bound by its terms and conditions. This Agreement is made between you (the “Affiliate”) and Big Data Specialist aka Tilt the Odds. 1. Appointment 1.1 The parties hereby agree that this Agreement will become binding on each of them at the point Affiliate is Approved to be a participant in the TTOAP. 1.2 The Affiliate acknowledges, agrees and represents that it is not an employee, agent or subcontractor of TTO or any company in the same group of companies as TTO and is not connected in any way to a person or company which is in the same group of companies as TTO (each a “Connected Party”). Should Affiliate become a Connected Party at any time during the Term, it shall immediately notify TTO. Following such notification (or if TTO otherwise becomes aware that Affiliate is a Connected Party), TTO may terminate this Agreement, with immediate effect, by providing notice in writing to the Affiliate. 1.3 Affiliate acknowledges that TTO (and any other member of its group) may operate additional affiliate programs in connection with the Sites or any other sites, and (unless otherwise agreed in writing), the Affiliate will have no right in connection with such other programs. 1.4 The Affiliate acknowledges and agrees that all data relating to the TTO Customers shall be and remain, as between the Affiliate and TTO, TTO’s exclusive property. 1.5 The Affiliate shall immediately cease to use all TTO IPR upon being notified to do so by TTO (either by electronic or written notification) or on any termination of this Agreement. 1.6 In the event that TTO (or any member of its group) amends any Affiliate Tracking URL or any other URL embedded within any Approved Content (“New Content”) it shall notify Affiliate via email, the Affiliate Tracking Software or such other means as it deems appropriate (acting reasonably). Affiliate shall immediately upon such notification: (i) remove any previous and/or outdated content from its site; and (ii) ensure, following such notification, it uses only the New Content. 2. Marketing 2.1 By joining the TTOAP, the Affiliate agrees to use its best endeavours to market, promote and refer potential TTO Customers to the Sites, by displaying and sharing Approved Content. 2.2 The Affiliate will be solely liable for the content and manner of its marketing and promotional activities and for ensuring that such content and manner of marketing complies at all times with this Agreement. 2.3 The Affiliate will not, nor will it allow, assist or encourage others to, market and/or promote the TTOAP, any Approved Content or any of the Sites, directly or indirectly, to persons that are the younger of: (i) eighteen (18) years of age; or (ii) the legal age for gambling in the jurisdiction in which the Affiliate is targeting and/or operating. 2.4 The Affiliate will ensure that advertisements, incentives, promotions or any other materials (of whatever nature) which it makes available do not: (i) include any individual or content which strongly appeals to individuals who are under 18 years of age or (ii) include imagery of anyone who is, or who appears to be, under 25 years of age. 3. Age Limitation 3.1 Participation as an Affiliate in the TTOAP is only permitted if the proposed Affiliate is the older of: (i) the legal age for gambling in the proposed Affiliate’s jurisdiction; or (ii) eighteen (18) years of age. 3.2 The Affiliate will at all times refrain from, immediately stop and not allow any act or traffic that involves Fraud or that it believes or should reasonably believe to potentially involve Fraud, or any act or traffic that TTO informs the Affiliate is suspected by it, at its discretion, to involve or potentially involve Fraud. 3.3 In the event that TTO suspects Affiliate Fraud (or Customer Fraud that relates in any way to the Affiliate) it reserves the right to place restrictions on the Affiliate’s account, including suspending the Affiliate’s account and retaining all sums within the account as well as commencing a full investigation (with which the Affiliate hereby agrees to fully comply and co-operate). The Affiliate hereby gives TTO its authorisation to inform the appropriate authorities or third parties of such an incident and only once TTO is satisfied that the matter is resolved (to TTO’s satisfaction) shall it remove any restrictions on the Affiliate’s account. 3.4 The Affiliate will not make any claims, representations or warranties in connection with TTO or any of the Sites. The Affiliate is not authorised to make any commitment or assume any liability or obligation on TTO’s behalf or on behalf of any of the Sites. 4. Registering and Tracking TTO Customers 4.1 TTO will be responsible for registering the TTO Customers and tracking their play, and will calculate the Affiliate Remuneration accordingly. TTO may use the Affiliate Tracking URL, the Affiliate Tracking Software and/or cookies to conduct such tracking. 4.2 TTO reserves the right, at its sole discretion, to refuse new TTO Customers or to close the accounts of existing TTO Customers in accordance with any terms and conditions that apply in respect of such TTO Customers. 4.3 For the avoidance of doubt, where there is no revenue received by TTO in respect of a TTO Customer transaction (and the Affiliate Remuneration payable to the Affiliate in respect of such TTO Customer is subject to a Revenue Reward model), no Affiliate Remuneration shall be payable in respect of such TTO Customer transaction. 4.4 For the avoidance of doubt, if in any calendar month, the total sum payable to an Affiliate amounts to a negative sum, then such negative sum will be set-off against future payments due to the Affiliate until the full negative balance is set-off. 5. Payment Procedure 5.1 The Affiliate shall ensure that the payment and/or bank account details detailed in its account are accurate, complete and up to date. Affiliate shall promptly update its account details in the event that its payment or contact information changes. 5.2 As part of its monthly payments process, TTO will carry out a data reconciliation process to ensure data accuracy and correct billing for the previous month. This process may include: (a) the detection of Fraud (and any payments connected to Fraud shall be excluded from the Affiliate’s Remuneration) and (b) failed transactions attributed to the Affiliate’s account. TTO shall begin the reconciliation process at the start of each calendar month. 6. Taxes and charges 6.1 The Affiliate is fully responsible for all taxes, fees and other costs incidental to and arising from any payments made to it under this Agreement. The Affiliate hereby indemnifies and agrees to immediately reimburse TTO for any costs, expenses or losses that may be caused to, or suffered by, TTO 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 TTO may be subject in connection with its relationship with (or as a consequence of making payments to) the Affiliate. TTO will be entitled to withhold or set-off any such amounts from any payments made to the Affiliate. 7. TERM AND TERMINATION 7.1 This Agreement will come into force when the Affiliate’s application to join the TTOAP is Approved and shall continue in force unless and until either the Affiliate or TTO notifies the other in writing (via email shall suffice) that it wishes to terminate this Agreement, in which circumstances this Agreement will terminate with immediate effect (“Term”). TTO may immediately terminate this Agreement, by providing notice in writing to the Affiliate (for which email shall suffice), if it determines, in its sole discretion: a. that the Affiliate is engaged in, or is suspected of being engaged in, Affiliate Fraud; b. that any TTO Customers (which were introduced by, or are connected to, the Affiliate) are engaged in, or are suspected of being engaged in, Customer Fraud; c. that the Affiliate, or any of the Affiliate’s activities, pose(s) a risk to the integrity of the TTOAP; d. that the Affiliate’s site is targeted at, or otherwise permits access to, people younger than: (i) the age of eighteen (18); or (ii) the minimum age which is necessary to participate in gambling activities in the respective jurisdiction; e. that the Affiliate’s site: (i) promotes discrimination based on race, sex, gender, religion, nationality, disability, sexual orientation or age, (ii) includes content which is libellous, obscene, sexually explicit or violent, (iii) promotes any unlawful activities or (iv) is otherwise deemed unsuitable or inappropriate by TTO; f. that a change in Applicable Regulation (which has occurred or which is due to occur) would result in: (i) this Agreement becoming, or being likely to become, unlawful, illegal or unenforceable and/or (ii) it being likely that TTO would cease to receive the commercial benefit from this Agreement which it had anticipated to receive at the date on which it became effective; ​​8. Consequences of Termination 8.1 Upon the termination of this Agreement for any reason, all rights and licences granted to the Affiliate in this Agreement shall immediately terminate. The Affiliate shall not be entitled to any additional Affiliate Remuneration post-termination. Further, the Affiliate must immediately: a. remove any and all of Approved Content from its site; b. disable any links from its site to any Site; c. comply with any instructions of TTO with respect to the return, destruction or deletion of any materials which have been provided, or made available, to it by TTO; and d. stop any activity which promotes, creates and/or implies an association between the Affiliate (on the one hand) and the TTOAP, TTO (or any member of its group) or the Sites (on the other hand). 8.2 TTO may withhold the Affiliate’s final payment for a reasonable time to ensure that the correct amount is paid and that there are no debts or liabilities owing from the Affiliate to TTO. TTO will be entitled to deduct, from any payments due and payable to the Affiliate, any such debts and/or liabilities owed to it by the Affiliate (if any).

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