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Terms andConditions

As 1.1. SLC grants the Affiliate Partner Company the non-exclusive, non-transferable right and license to advertise, market and promote the Service (“Promotion Rights”), in accordance with the terms and conditions hereof. All other rights and licenses not expressly granted to the Affiliate Partner Company herein are reserved by SLC.

2. Obligations of SLC

2.1. SLC shall retain the right to provide the Service in any form SLC deems appropriate; and retains the right to change any part of the Service, at any time and in any manner SLC deems appropriate, without prior notice to the Affiliate Partner Company. However, any strategic change of policy towards Affiliate Partner such as cancel any part of the Service at any time shall be made with prior notice to the Affiliate Partner Company.

2.2. SLC shall retain the right to cancel any part of the Service at any time and in any manner SLC deems appropriate. However, should SLC want to cancel any part of the Service, and /or any Promotional Rights, because of any failure or breach of these Terms and Conditions on behalf of the Affiliate Partner Company, SLC shall give the Affiliate Partner Company notice of this fact in order to give the Affiliate Partner Company the possibility to correct the matter and overcome the failure. Cancellation shall be effective seven (7) days after notice of default to the Affiliate Partner Company if the default has not been fixed within the seven-day period.

2.3.Notwithstanding the terms of these Terms and Conditions, SLC shall not be held responsible or liable for any loss of income, or loss of the ability to produce income, incurred by the Affiliate Partner Company; even if such losses should arise from the inability of SLC to deliver the Services stipulated in these Terms and Conditions for any reason whatsoever, whether SLC is at fault or whether a Grand Opening Gesturethird party is at fault.

3. Obligations of the Affiliate Partner Company

3.1. The Affiliate Partner Company shall use its best efforts to ouractively and effectively advertise, market and promote the Service as widely as possible so as to maximize the benefit to the Affiliate Program, SmartPartner Company and to SLC.

3.2. The Affiliate Partner Company shall only engage in advertising, marketing and promotional efforts which do not violate any law, and which reflect positively upon the business reputation of SLC. In particular, the Affiliate Partner Company agrees to market the Service in a manner that is consistent with the content and style of the Service. In connection therewith, SLC shall have the right to review and approve (approval shall not be unreasonably withheld) the manner and methods of advertising, marketing and promotion used by the Affiliate Partner Company in connection with the Service.

3.3.Approval may be withheld if SLC determines, in its sole discretion that the activities of the Affiliate Partner Company would tend to impair or reduce the value of SLC goodwill and business reputation, or would expose SLC to legal liability.

3.4.Notwithstanding the approval by SLC given in accordance with section 3.2 of these Terms and Conditions, SLC shall under no circumstances be held liable for–and the Affiliate Partner Company shall indemnify, defend and hold SLC blameless against–any and all claims asserted against SLC by reason of the Affiliate Partner Company’s marketing and promotional efforts.

The Affiliate Partner Company shall bear all costs and expenses incurred in connection with the advertising, marketing and promotional efforts.

The Affiliate Partner Company shall bear all costs and expenses incurred in connection with the advertising, marketing and promotion of the Service; including without limitation, all costs directly related to marketing.

3.5. – Pay per Click conditions and restrictions

Smart Live Casino is offering
all affiliates a Whopping 60% Commission Share!does not permit Affiliates to drive pay-per-click traffic to its brand name and variations. This offer will most likely end
in Dec 2008 soincludes driving traffic to an affiliate or Brand via any search engine, directory or online database by bidding on the Brand registered brand term or any of its variables.

This specifically includes but is not limited to:

Smart Live Casino
Smart Live Roulette
Smart Live Blackjack
Smart Live Poker
Smart Live Bingo

4. Commission

4.1.1 – Definitions

The Affiliate Partner Company’s revenue (CPA or Revenue share) shall be defined
as the commission paid to the Affiliate Partner Company based on the actual net
revenue or per new real money Casino player, received from customers (the “Users”), who
utilise the service after being referred to the service by the Affiliate Partner
company.

The Affiliate Partner Company’s revenue is deemed on the options (4.1.2 or 4.1.3)
chosen by the Affiliate Partner Company at the time of sign up now and start earning some real cash! After this you(CPA or Revenue share).

4.1.2 CPA
Smart Live Casino Affiliates offers a new CPA commission structure. You will
still earn receive a respectful 25%-40% Commission share!…Which is still oneguaranteed fee of £40 for every new depositing player that you bring to our casinos. To qualify for the best
in the industry!

YouCPA, players have to deposit a minimum of £10. CPA commission will be allocated to affiliates upon request, after being evaluated on a case-by-case basis.

OR

4.1.3 Revenue Share
Until 31 December 2008 Smart Live Casino is offering 60% revenue share to all affiliates.
You will earn a lifetime commission offrom the casino’s earnings generated from players
you refer. you refer, for as long as these players keep playing. The more traffic you send, the more you earn.earn! You earn a recurring profit
from from your players month after month for as long as their account remains active.
(Unless (Please note: Unless otherwise specified, the default commission structure for casino affiliates
is Commission Share)

4.2. is revenue share).

Revenue share is paid over Net Gaming Revenue. This is calculated on a daily basis as follows: Start Balance + Deposit(s) less End Balance + Withdrawals + Bonuses.

4.2. SLC shall pay the Affiliate Partner CompanyCompany each month for services rendered during the preceding calendar month. PaymentPayment shall be made prior to the 20th day of each month by making the funds availableavailable on the account of the Affiliate Partner Company. If the amountCompany Or via one of compensation for one month is less than GBP 50, the amount shallother payment methods selected in the Affiliate Partner’s account. Affiliates can be made available a succeeding month (whenpaid via Bank wire transfer, Cheque, Moneybookers and Neteller (Minimum payment thresholds are set depending on the accumulated amount is greater than GBP 50).

4.3. SLCpayment method selected).

SLC shall have the right to withhold anyany and all payments to the Affiliate Partner Company if the Affiliate Partner CompanyCompany is in breach of this these Terms and Conditions.

5.

5. Term of Duration and Cancellation

5.1.

5.1. SLC has the right to cancel the PromotionPromotion Rights with immediate effect if with the Affiliate Partner Company is inin material breach of these Terms and Conditions. Such breach includes,breaches include, but is notare not limited to,to: situations when the Affiliate Partner Company engages in advertising, marketing,marketing, distribution and promotional efforts that would impair SLC goodwill andand business reputation, or would expose SLC to legal liability.

5.2.

5.2. Upon the cancellation of the Promotion Rights,Rights, the Affiliate Partner Company shall immediately return to SLC any and all materials,all materials over which SLC has a proprietary right that are in the Affiliate PartnerPartner Company’s possession and/or in the possession of the Affiliate Partner Company’sCompany’s agents, servants and employees. The

The Affiliate Partner Company shall also immediatelyimmediately remove any hyperlinks and materials,materials over which SLC has a proprietaryproprietary right, from the Affiliate Partner Company’s web site and/or the web sitessites of the Affiliate Partner Company’s agents.

5.3.

5.3. If the Promotion Rights are cancelled, andand the Affiliate Partner Company is not in default of these Terms and Conditions,Conditions, for up to four months after the day of the cancellation the Affiliate Partner Company shall have the right to continue to receive areceive an Affiliate Partner Percentage on referred Users who continuescontinue to utilizeutilise the Service after being referred to the Service by the Affiliate Partner Company during four months after the day of the cancellation.

5.4.Service.

5.4. Users that utilizewho utilise SLC facilities and servicesservices and all information relating
relating to such Users shall remain the property ofof SLC at all times.

6.

6. Account Statements

6.1.

6.1. All payments due to the Affiliate PartnerPartner Company shall be made on or before the twentieth (20th)fifteenth (15th) day of each month,month, and will reflect payment for services rendered the preceding month. Payment shall be accompanied by a written statement that specifies the calculation of the sum to be paid to the Affiliate Partner Company based on gross revenue received by SLC with respect to the number of wagering Users. In addition,addition, statements may be adjusted by SLC from time to time to reflect overpayments,overpayments, consumer chargeback’schargebacks and/or credits or underpayments to consumersconsumers by SLC.

6.2.

6.2. The Affiliate Partner Company shall havehave the possibility to monitor the Affiliate Partner Percentage and the payments in real timepayments using an online monitoringthe Income Access reporting system (the “Compis System”)(hereafter: “the Income Access System”) at a secure web site.

7.website.

7. Exclusivity, Non-Competition and OwnershipOwnership of Service name

7.1.

7.1. The Affiliate Partner Company agrees, understandsunderstands and acknowledges that SLC may enter into Agreements of this type withwith third parties to promote the Service or a similar version thereof.

7.2.

7.2. The Affiliate Partner Company has not paidpaid consideration for the use of the trademarks, logos, copyrights, trade names,names, or designations belonging to SLC, and nothing contained in these Terms andand Conditions shall give the Affiliate Partner Company any right, title or interestinterest in or to any of them.

7.3.

7.3. The Affiliate Partner Company acknowledgesacknowledges that SLC own and retain all copyrights and other proprietary rights,rights, as well as any software supplied by SLC, in all of the foregoing. The AffiliateAffiliate Partner Company shall not assert any claim or interest in or to any trademark,trademark, trade name, copyright, service mark or logo belonging or licensed to SLC,SLC, or do anything to adversely affect their validity or enforceability. This includesincludes any act or assistance to any act that may infringe, or lead to the infringementinfringement of, any software copyright.

7.4.

7.4. Without limiting the generality of the foregoingabove terms, the Affiliate Partner Company shall not itself attempt, or assistassist any third party in attempting, to register any trademark, trade name or otherother proprietary right with any governmental agency (federal, provincial, locallocal or otherwise) or with any other entity or authority, without the express, unequivocalunequivocal and unambiguous prior written consent of SLC. The Affiliate Partner CompanyCompany shall not attach any additional trademarks, logos or trade designations toto the Software; and shall ensure that none of the trademarks (or any variationsvariations thereof) appear in any portion of the Affiliate Partner Company’s name,name, or any name under which the Affiliate Partner Company conducts business. TheThe Affiliate Partner Company shall not affix a trademark, logo or trade name ofof SLC to any non-SLC product. The Affiliate Partner Company shall not alter, erase,erase, deface or overprint any notice of proprietary rights on anything providedprovided by SLC.

8.

8. Confidentiality and Non-Disclosure
The

The Affiliate Partner Company and SLC each agreeagree that each may have access to, and become acquainted with, Confidential InformationInformation of the other. The Affiliate Partner Company and SLC each specificallyspecifically agree not to misuse, misappropriate or disclose any such ConfidentialConfidential Information, directly or indirectly, to any third party.

9.

9. Representations, Warranties and Indemnity

9.1.Indemnity

9.1. The Affiliate Partner Company warrants,warrants, represents and covenants to SLC that that it has all necessary rights,rights, licenses, permissions and business permits; and will comply with all applicableapplicable laws, rules and regulations in connection with promoting the Service toto Users.

9.2.

9.2. The Affiliate Partner Company agrees toto indemnify and render SLC harmlessprotected against claims, liabilities, causes of action,action, damages, judgments, costs and expenses arising out of, or in any way connectedconnected with, any breach or alleged breach by the Affiliate Partner Company ofof any representation, warranty or agreement contained in this Section 9, or elsewhereelsewhere in these Terms and Conditions.

10.

10. Governing Law

This

This Agreement shall be governed by and construedconstrued in accordance with the lawlaws of England and Wales.

11. Changes to the service

Smart Live Casino reserves the right to change, modify, add or remove portions of this Agreement at any time and may add to, change, suspend or discontinue any aspect of the Service at any time. Members may either agree to such changes or withdraw from the service.

Any changes to commission percentages, net revenue related definitions or payment timings are deemed major changes.
Members are free to terminate their relationship if they disagree with any changes.
We advise our members to check the terms and conditions for changes at least once every 4 weeks.

Copyright: Smart Live Casino. All rights reserved.

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