Rolla Revenues Affiliate Program Terms andConditions

Last Update: 8th May 2018

RollaRevenues.com is the affiliate program forRolla.com Casino and herein referred to as the ?Affiliate Program?. RollaRevenues is part of Rolla Services limited (hereinafter ?The Company?) acompany incorporated in Malta, with its registered office located at Suite 5Valley Towers, Valley Rd, Birkirkara, Malta, and bearing company registrationnumber C 82186.

By completing the affiliate application to theaffiliate program and clicking ?I have read and agree to the terms andconditions? within the registration form, you (hereinafter the ?Affiliate?)hereby agree to participate in the affiliate program and abide continuously byall the terms and conditions set out in this agreement, plus any additionalterms that may be added from time to time.

Your agreement between effective on the date atwhich you are accepted in writing to the Affiliate Program.

Definitions

?????????Agreement? means the terms and conditions set outin this document, including the commission structures set out in Schedule A,plus any additional rules or guidelines added by the Company in the future.

?????????Affiliate? means you, the person or entity, whoapplies to participate in the Affiliate Program.

?????????Affiliate Application? meansthe application submitted when the Affiliate applies to participate in theAffiliate Program.

?????????Affiliate Program? meansthe collaboration between the Company and the Affiliate whereby the Affiliatewill promote Rolla.com in return for commissions generated on the revenues ofreferred customers, as defined in this agreement.?

?????????Affiliate Website(s)? means thewebsite(s) operated by the Affiliate.

?????????Commission??means the financial rewardpayable to the Affiliate by the company.

?????????Commission Structure? means the terms set out in Schedule A of thisagreement, or agreed directly with the Affiliate, from which commission amountsare defined.

?????????Company? means Rolla Services limited, a companyincorporated in Malta, with its registered office located at Suite 5 Valley Towers,Valley Rd, Birkirkara, Malta, and bearing company registration number C 82186.

??????????ConfidentialInformation? means any information carrying a commercial valueto either Parties not available in the public domain. This includes, but is notlimited to; financial information, commercial and marketing strategies, productlaunches, pricing, business intelligence, technology, databases, expertise andoperational techniques, information on customers of the Rolla.com website.?

?????????General Site Terms and Conditions? meansthe general terms and conditions applying to Rolla.com, which can be found onthe website.

?????????IntellectualProperty Rights? means copyrights, patents, trademarks, servicemarks, domain names, brands, business names, source codes, rights, confidentialinformation, and/or any other rights in the nature of the aforesaid Rolla.com.

?????????Links?means internet hyperlinks from theAffiliate Website(s) to the Operators Websites.

?????????Net Revenue? means monetary amounts generated by new customers referred to Rolla.com by the Affiliate, based on the followingcalculation:

Total Monies Staked ? Total Monies Paid Out ? BonusCosts ? Chargebacks ? Admin Fees ? Taxes/Duties

Note: Admin fees contain the fraud costs, paymentscosts and 3rd party provider costs born The Company in the everydayoperation of Rolla.com.

?????????New Customer? means a new unique customer ofRolla.com who has successfully registered, accepted the General Site Terms andConditions, where applicable passed Know Your Customer (KYC) checks, and made aminimum deposit of ?10 (or currency equivalent). This excludes the Affiliate,its employees and relatives.

?????????Parties??means the Company and theAffiliate (each a ?Party?).

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1????????Introduction

1.1???The Company provides marketing and operationalservices for the online gaming activities offered on Rolla.com

1.2???The Affiliate maintains and operates one or morewebsites which refer potential customers to Rolla.com via various marketingchannels.

1.3???This Agreement begins once the AffiliateApplication has been formally accepted in writing by the Company.

1.4???This Agreement sets the terms and conditions of theAffiliate Program, to which both Parties are entering.?

1.5???By complete the Affiliate Application and acceptingthe Terms and Conditions set-out in the agreement the Affiliate accepts toabide by the terms for the duration of Agreement

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2????????Acceptance

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2.1??? TheCompany shall evaluate the affiliate application form hereby submitted andshall inform the applicant in writing (email) whether the requested membershipis accepted or not. The Company reserves the right to refuse any registrationin its sole and absolute discretion.

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3????????MandatoryQualifying Conditions

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3.1??? TheAffiliate hereby warrants that he/she is aged 18 or over, and is aged 21 orover in the case of the Affiliate being resident in Estonia; Is competent andduly authorized to enter into legally binding agreements; Is the proprietor ofall rights, licenses, and permits to market, promote and advertise theOperators Websites in accordance with the provisions of this Agreement. Willcomply with all applicable rules, laws, and regulations in correlation with thepromotion of the Company Websites. Fully understands and accepts the terms ofthe Agreement.

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4????????Responsibilities of The Company

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4.1??? Uponacceptance to the Affiliate Program the Affiliate will be provided access toRollaRevenues.com by the Company, where they will be assigned a unique trackingID.

4.2??? The Company will provide the tools, approvedmarketing materials and information for the Affiliate to implement trackedlinks to their website and other marketing channels.

4.3???The Company shall them provide daily tracking thatallow the Affiliate to follow and optimise the performance of their marketing.For clarity the Company will provide daily data on new player registrations andthe relevant tracking and financial statistics from which commissions arecalculated.

4.4???The Company shall pay the Affiliate the amount duedepending on the traffic generated subject to the terms of this Agreement.

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5????????Responsibilities of The Affiliate

5.1??? TheAffiliate hereby represents and warrants:

A)?to use its best efforts toactively and effectively advertise, market and promote Rolla.com and abide bythe guidelines of The Company.

B)?Take full responsibility for thedevelopment, operation and maintenance of their website, and all materialsappearing on it, at their own cost and expense.

C) Takesole responsibility for their marketing material, practices and distribution,and conduct such activity in a proper, professional and lawful manner innaccordance with all applicable local laws. ?

D) Useonly the tracking link and approved marketing materials provided by theCompany, in its original (not modified) form, unless given written consent byThe Company.

E)?to comply with all advertisingguidelines and legislation in any relevant markets in which such advertising isto appear either directly or indirectly, including but not limited to marketswhere the Operators are licensed; In Malta (www.mga.org.mt) and the UK (http://www.gamblingcommission.gov.uk).

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5.2???The Affiliate further represents and warrants thatit will not perform any act which is libelous, discriminatory, obscene,immoral, unlawful or otherwise unsuitable or which contains sexually explicit,pornographic, obscene or graphically violent material.

5.3???The Affiliate further represents and warrants thatit will not allow the targeting of any person who is under 18 years of age orwho might be considered a vulnerable person, at all times ensuring that noadvertising is likely to appeal to such persons

5.4???The Affiliate Represents and warrants that it willnot allow the targeting of any jurisdiction where gambling and/or the promotionthereof is unlawful and/or illegal.

5.5??? TheAffiliate Represents and warrants that it will not generate traffic to the Rolla.comwebsite by unlawful, illegal or fraudulent means, particularly but not limitedto by:

A)?Sending spam. This includes allformats of spam, including but not limited to: Email marketing, SMS marketing,and direct mail marketing. The definition of spam is that when sending outaffiliate communication, all leads have to follow the direct marketingguidelines and laws in the geographical area and the opt-in and unsubscribeprocesses are following these guidelines and laws.

B)?Incorrect meta tags.

C)?Registering as a player or makingdeposits directly or indirectly to any player account through his tracker(s)for its own personal use and/or the use of its relatives, friends, employees orother third parties, or in any other way attempt to artificially increase thecommission payable or to otherwise defraud the Company. Violation of thisprovision shall be deemed to be fraud and give the Company unequivocal right toterminate the agreement with immediate effect and without notice, to close anyrelated affiliate accounts and to retain any earnings of an affiliate who isfound to violate this point.

D)?Popups, popunders and cookiedropping. This includes but is not limited to popups, popunders and droppingcustomer cookies. If you have media sources/websites that do not containlibelous, discriminatory, obscene, unlawful or otherwise unsuitable materialand you are planning pop ads campaigns, pre-approval from the affiliate team isrequired in all cases.

E)?that it will not present its ownwebsites in any way that might evoke any risk of confusion with Rolla.com orthe Company and/or convey the impression that the affiliate?s own websites arepartly or fully originated from Rolla.com or the Company. This includes the useof Rolla.com trademarks, trade names or otherwise that are confusingly similar,in affiliate URLs. Brand names may not be used in a derivative URL orsubdomain.

F)?with the exception of theapproved media provided in RollaRevenue.com the Affiliate will not use anyother assets of Rolla.com, unless the Company expressly consents to such use inwriting.

G)?that it will not purchase,attempt to register, or register keywords, search terms or other identifiersfor use in any search engine, portal, sponsored advertising service or othersearch or referral service which are identical or similar to Rolla.com and its trademarks,trade names or otherwise, or variations thereof.

H)?that it will follow the marketspecific guidelines set-out on RollaRevenue.com

K)?that it will follow all UKmarketing regulations and requirements, which are if the Affiliate is topromote the Rolla.com website in The United Kingdom, all SMS, email, social,native and direct marketing are prohibited without prior written approval. OnlySEO traffic and AdWords traffic is allowed in The United Kingdom without priorapproval from the Company.

L)?that it will ensure that anye-mail or SMS message shall include and/or display any relevant requireddetails, particularly key promotion terms and conditions as required, togetherwith any responsible gambling requirements (for example, ?18+? icon, and a linkto gambling charity websites). Further, all such e-mails or SMS messages shallcontain the full name of the Afffiliate and address ? and shall never purportto have been sent by the Company and/or Rolla.com. All e-mail messages shallcontain a fully operational ?Unsubscribe? link. All SMS messages shall containa fully operations ?STOP? or ?Unsubscribe? option. The Affiliate expresslywarrants that it shall maintain a fully updated register of all unsubscribe andSTOP requests and corresponding e-mail addresses and mobile phone numbers, andthe Company shall be entitled to receive a copy of such register immediatelyupon request.

M)?that it will ensure suppressionof any relevant e-mail address or mobile phone number from any relevantdatabase immediately following any ?Unsubscribe? or ?Opt-out? option and/orrequest being activated by a recipient of any e-mail or SMS message. The sameshall apply to any e-mail address or mobile phone number which is provided tothe Affiliate by the Company.

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6????????Payment

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6.1???The Company agrees to pay the Affiliate a monthlycommission as set out by the commission structure in Schedule A of thisagreement.

6.2???Commission is calculated in the beginning of eachmonth, for previous month, and payments shall be performed by the twenty-first(21st) day of each calendar month, provided that the amount dueexceeds. If the balance due is less than the minimum threshold, it shall becarried over to the following calendar month and shall be payable when theaccrued balance exceeds ?100.

6.3???Payment of commissions will be made to the paymentmethod chosen by the Affiliate.

6.4???Acceptance of payment by the Affiliate shall bedeemed to be full and the final settlement of the balance due for the periodindicated.

6.5???The affiliate has thirty (30) days from receipt ofthe payment in which to challenge the payment, should they disagree with theamount. In such case they must inform their allocated Affiliate Manager inwriting.?

6.6???No payment shall be due when the traffic generatedis illegal or contravenes any provision of these terms. The Company has theexclusive write to delay payments for up to 180 days should they require timeto investigate any suspected failures to comply with the terms of thisagreement.

6.7???The Affiliate agrees to return all commissions receivedbased on fraudulent or falsified transactions, plus all costs for legal causesor actions that may be brought against the Affiliate to the fullest extent ofthe law.

6.8???Upon termination of this Agreement by either party,the Affiliate shall no longer be entitled to receive any payment whatsoeverfrom the Company, provided that payments already due (earned and unpaidcommissions) have be paid out.

6.9???The Affiliate shall be exclusively responsible forthe payment of any and all taxes, levies, fees, charges and any other moneypayable or due both locally and abroad (if any) to any tax authority,department or other competent entity by the Affiliate as a result of therevenue generated under this agreement. The Company shall in no mannerwhatsoever be held liable for any amounts unpaid but found to be due by theAffiliate and the Affiliate hereby indemnifies the Company in that regard.

6.10??????????At the sole discretion of the Company the Affiliatemay be given the opportunity to restructure its commission structure to somethingbespoke (and not covered in Schedule A). A separate Schedule addendum will beproduced in this instance, and upon acceptance by the affiliate this newstructure will be initiated. In such case all other terms and conditionsoutlined in this agreement remain.

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7????????Termination

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7.1???This Agreement may be terminated by either party bygiving a thirty (30) day written notification to the other party. Writtennotification may be given by an email.

7.2??? Upontermination the Affiliate agrees to:

A)?remove all references andmarketing materials pertaining to Rolla.com and the Company from the Affiliateswebsite, communications and all marketing materials with immediate effect.

B)?all rights and licenses grantedto the Affiliate under this Agreement shall immediately terminate.

C)?the Affiliate will be entitledonly to those earned and unpaid commissions as of the effective date oftermination, and the Company may withhold the Affiliate?s final payment for areasonable time to ensure that the correct amount is paid. The Affiliate willnot be eligible to earn or receive commissions after this date.

D)?if this Agreement is terminatedby the Company on the basis of the Affiliate?s breach of terms or applicablelaws, the Company shall withhold the Affiliate?s earned but unpaid commissionsas of the termination date as collateral for any claim arising from suchbreach. It is further specified that termination by the Company due to a breachby the Affiliate of any of the clauses in this agreement shall not require anotice period and such termination shall have an immediate effect upon simplenotification by the Company to the Affiliate.

E)?the Affiliate will return to theCompany any and all confidential information (and all copies and derivationsthereof) in the Affiliate?s possession, custody, and control.

F)?the Affiliate will release theCompany from all obligations and liabilities occurring or arising after thedate of such termination, except with respect to those obligations that bytheir nature are designed to survive termination. Termination will not relievethe Affiliate from any liability arising from any breach of this Agreement,which occurred prior to termination and/or to any liability arising from anybreach of confidential information even if the breach arises at any timefollowing the termination of this Agreement. The Affiliate?s obligation ofconfidentiality towards The Company shall survive the termination of thisAgreement.

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8????????Liabilities and Indemnification

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8.1???the Company shall not be liable for:

A)????? anyeconomic losses, including but without limitation, loss of profits, revenues,business, contracts or anticipated savings; or

B)?????any indirect or consequential losses; or

C)?????any loss of goodwill or reputation.

8.2???The Affiliate agrees to defend, indemnify and hold theCompany, their successors, officers, employees, agents, directors, shareholdersand attorneys, free and harmless from and against any and all claims andliabilities, including reasonable legal and expert fees, related to or arisingfrom:

A)????? anybreach of Affiliate?s representations, warranties or obligations under thisAgreement;

B)????? Affiliate?suse (or misuse) of the marketing material and the Company?s IntellectualProperty Rights;

C)????? allconduct and activities occurring under Affiliate?s user ID and password;

D)????? anydefamatory, libellous or illegal material contained on the Affiliate Website(s)or Affiliate?s information and data;

E)?????? anyclaim or contention that the Affiliate Website(s) or the Affiliate?sinformation and data infringes any third party?s patent, copyright, trademark,or other intellectual property rights or violates any third party?s rights ofprivacy or publicity;

F)?????? thirdparty access or use of the Affiliate Website(s) or the Affiliate?s informationand data;

G)????? anyclaim related to Affiliate Website(s) or the Links; and

H)????? anyviolation of this Agreement or any applicable laws.

8.3??? TheCompany and its group companies reserves the right to participate, at their ownexpense, in the defence of any matter or claim in relation to the above.

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9????????Company rights

9.1???The Company may refuse any player or close aplayer?s account if it is necessary to comply with the Company?s policy and/orprotect the interests thereof.

9.2???The Company may refuse any applicant and/or mayclose or suspend any Affiliate?s account if it is necessary to comply with theCompany?s policy and/or protect the interest of the Company. If the Affiliateis in breach of this Agreement or the Company?s terms or other rules, policiesand guidelines of the Company, the Company may besides closing the Affiliate?saccount take any other steps at law to protect its interest.

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10?????Governing Law & Jurisdiction

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ThisAgreement and any claim, dispute or matter arising under or in connection tothis Agreement or its enforceability shall be governed in accordance with thelaws of Malta. The Parties irrevocably submit to the exclusive jurisdiction of Malta?scourts over any claim, dispute or matter under or in connection with thisAgreement and/or its enforceability.

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11?????Assignment?

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11.1??????????the Affiliate may not assign this agreement, byoperation of law or otherwise, without obtaining th prior written consent ofthe Company.

11.2??????????The Company may assign this Agreement, by operationof the law or otherwise, at any time without obtaining the prior consent of theAffiliate.

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12?????Non-waiver

The Company?s failure to enforce the Affiliate?sadherence to the terms outlined in this Agreement shall not constitute a waiverof the right of The Company to enforce said terms at any time.

13?????Force Majeure

Neither party shall be liable to theother for any delay or failure to perform its obligations under this Agreementif such delay or failure arises from a cause beyond the reasonable control ofand is not the fault of such party, including but not limited to labordisputes, strikes, industrial disturbances, acts of god, acts of terrorism,floods, lightning, utility or communications failures, earthquakes or othercasualties. If a force majeure event occurs, the non-performing party isexcused from whatever performance is prevented by the force majeure event tothe extent prevented. Provided that, if the force majeure event subsists for aperiod exceeding thirty (30) days then either party may terminate the Agreementwithout notice.?

14?????Relationship of the Parties

Nothing contained in this Agreement, nor any actionwas taken by any party to this Agreement, shall be deemed to constitute eitherparty (or any of such party?s employees, agents, or representatives) anemployee, or legal representative of the other party, nor to create anypartnership, joint venture, association, or syndication among or between theparties, nor to confer on either party any express or implied right, power orauthority to enter into any agreement or commitment on behalf of (nor to imposeany obligation upon) the other party.?

15?????Severability / Waiver

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15.1??????????whenever possible, each provision of this Agreementshall be interpreted in such a manner as to be effective and valid underapplicable law but, if any provision of this Agreement is held to be invalid,illegal or unenforceable in any respect, such provision will be ineffectiveonly to the extent of such invalidity, or unenforceability, withoutinvalidating the remainder of this Agreement. No waiver will be implied fromconduct or failure to enforce any rights and must be in writing to be effective.

15.2??????????Any notice given or made under this Agreement tothe Company shall be sent by email to and marked for the attention of theAffiliate Manager of Rolla.com unless otherwise notified by the Company. TheCompany shall send all notices by email to the email address supplied by theAffiliate in the Affiliate Application.

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16?????Confidentiality

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16.1??????????all information, including but not limited tobusiness and financial, lists of customers and buyers, as well as price andsales information and any information relating to products, records,operations, business plans, processes, product information, business know-howor logic, trade secrets, market opportunities and personal data of the Companyshall be treated confidentially. Such information must not be used for owncommercial or other purposes or divulged to any person or third party neitherdirect nor indirectly unless the prior explicit and written consent of theCompany this provision shall survive the termination of this Agreement.

16.2??????????the Affiliate obliges himself not to use the confidentialinformation for any purpose other than the performance of its obligations underthis Agreement.

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17?????Changes to this Agreement

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TheCompany reserves the right to, at any time and at its sole discretion, with orwithout giving any prior notice to the Affiliate, amend, alter, delete or addany of the provisions of this Agreement. If applicable, a written notice of theamendments will be sent to the Affiliate?s registered email address and suchnotice will be deemed to be served once sent by the Company. The Affiliate?scontinuing participation in the Affiliate Program after any amendments ormodifications have been made public will be deemed as the Affiliate?sacceptance of the new terms and conditions.

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18?????Trademarks and Intellectual Property

18.1??????????nothing contained in this Agreement will grant theAffiliate any right, title or interest in the trademarks, trade names, servicemarks or other intellectual property rights of the Company. At no time duringor after the term will the Affiliate allure, attempt, challenge, assist orallow others to challenge or to register or to attempt to register the intellectualproperty rights of the Company. Provided also that Affiliate shall not registernor attempt to register any mark or website domain which is identical orsimilar to any mark which belongs to company.

18.2??????????All Intellectual Property Rights created and/orderiving from this Agreement, (including, but without limitation, advertisingmaterials, databases and personal data) shall be and become the sole propertyof the Company without any rights to the Affiliate.

18.3??????????no time during or after the term of this Agreement,no Party will attempt, challenge, assist or allow others to challenge or toregister or attempt to register the Intellectual Property Rights or any rightssimilar to the Intellectual Property Rights of the other Party or of any groupcompanies of the other Party.

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ScheduleA ? Commission Structure

Commissions are paid out as a percentage of the netrevenue, which is defined as:

Total Monies Staked minus Total Monies Paid Out minusBonus Costs minus Chargebacks minus Admin Fees minus Taxes/Duties

Each player is tagged with a lifetime fixedcommission percentage, which is tiered based on the number of New Customers theAffiliate attracts to Rolla.com in the month of registration of that player.

Note: ?NewCustomer? means a new uniquecustomer of Rolla.com who has successfully registered, accepted the GeneralSite Terms and Conditions, where applicable passed Know Your Customer (KYC)checks, and made a minimum deposit of ?10 (or currency equivalent). Thisexcludes the Affiliate, its employees and relatives.

The commission tiers are as follows:

0-20 New Players in Month ? 20% Commission on allthe months New Players for Life

21-40 New Players in Month ? 30% Commission on allthe months New Players for Life

41+? NewPlayers in Month ? 40% Commission on all the months New Players for Life

Example:

In the Affiliate attracts 34 New Customers to Rolla.com in June.All New Players tagged in June will be given a lifetime commission of 35% oftheir net revenue each month for the lifetime of their play on Rolla.com.

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NegativeBalance / Carry-over

Should an affiliates net revenue be negative (below ?0) at the endof a given month the Company shall record this as a net revenue of ?0 and acommission of ?0 shall apply. The affiliate shall not be liable for anynegative revenue in any given month, and the Company does not carry negative balances into subsequent months. At thestart of any month the affiliates net revenues will always start at ?0.