Terms of Use

INTRODUCTION This document “Terms of Use” (hereinafter referred to as “Terms” or “Agreement”) governs respective rights and obligations between AFFPRO LTD (hereinafter «AFFPRO») and the Account Holder (“Advertiser” and/or “Publisher” depending on the Account сreated, jointly may be referred as to the “Users”). Please read these Terms carefully before using the Service. By accessing or using the Service, you agree that you have read, understood, and agree to be bound by this Terms, and to the collection and use of your information as set forth in our Privacy Policy, whether or not you are a registered User of our Service. These Terms applies to all kinds of Users (even those merely browsing our Website). HOW WE UPDATE THESE TERMS OF USE These Terms are maintained on our Website (https://affpro.com/) . We reserve the right, in our sole discretion, to modify or replace these Terms from time to time, and so you should review this page periodically. When we change the Terms in a material way, we will update the 'last updated' date available at this page. Your continued use of the Service after any such change constitutes your acceptance of the new terms. If you do not agree to any of these Terms or any future terms, do not use or access (or continue to access) the Service. DEFINITIONS: • «Account» - means an account created for User by completing the registration process on the Website for User's authorized access to and use of the Services on the Site. Users must undergo the registration procedure and create an Account in order to receive Services. • «User» - a person who possesses the necessary legal capacity, accepts these Terms of Use, meets the criterias prescribed by the present Terms, who has registered in the manner prescribed by the terms of these Terms of Use. • «Service» - Website services which are available under the following link https://affpro.com/. • «AFFPRO Platform» - means a platform available at the Website that offers Publishers (by paying Advertisers) monetary compensation or other bonuses to fulfill Advertisers' marketing goals. • «Publisher» - means User which has applied for the Publisher User Account, further displays Advertisements requested to be shared by the Advertisers on Website using the AFFPRO Services and who is responsible for attracting quality Traffic under the conditions of the present Terms and offers displayed on the Website. • «Advertiser» - means every person or natural person who technically posts ads on the Publisher's websites using AFFPRO Services and who pays for the pre-agreed marketing purposes according to the agreed schedule and in full. • «Offer» refers to a defined Advertiser campaign, including the product/service promoted, commission structure (payout), tracking mechanism (unique link/creative), and associated terms & conditions, which the Affiliate agrees to promote. In case of any discrepancies between the payment conditions of the present Terms and Offer the latter shall prevail. • «Advertising (Ad)» means push notifications, Native Ads, POPs, SDK, APK that are aimed to promote the Advertisers services and/or goods; • «Affiliate program (s)» - a party that provides a mediation service between Advertisers and Publishers and is liable only for obligations fulfilled by Advertisers; • «Confidential Information» of the party disclosing such information shall refer to: (a) such party's trade secrets, business plans, strategies, methods and/or practices; (b) such party's software, tools, trade secrets, know-how, designs, technical information, proprietary methodologies, computer systems architecture and network configurations; (c) any other information relating to such party that is not generally known to the public, including information about its personnel, products, customers, financial information, marketing and pricing strategies, services or future business plans; and (d) any other information which, from all the relevant circumstances, should reasonably be assumed to be confidential and proprietary. When Party receives information is shall be considered also as “Receiving Party” and when discloses “Disclosing Party”; • «Cloaking» is a search engine optimization (SEO) technique in which the content presented to the search engine spider is different from that presented to the User's browser. • “Deposit” is an end-client’s (or also “end-user”) funding of their balance within the product advertised under the Offer available at the Website. • "Traffic" refers to visitors, leads, or end-users generated by the Affiliate's promotional activities using the Offer's unique tracking links and creatives, and directed towards the Advertiser's designated landing page or conversion point. Conditions applied towards the Traffic are designated by the exact Offer. • "CPA" means a commission model where the Publisher earns a fixed fee for each qualified action (e.g., sale, lead, registration, install) generated by their Traffic and tracked via the Offer's unique link. • "Revenue Share" means a commission model where the Publisher earns a percentage of the net revenue generated directly from their Traffic and tracked via the Offer's unique link, for a specified period. • “Fraud/Fraud Traffic shall include the following: - usage of the same IP-address by the end-users when they are attracted to the advertised websites, products; - similar activity during deposits such as usage of the one payment/banking card, close to similar emails; - attraction of friends/family or other affiliates of the Publisher; - other actions/criterias agreed by the Parties (or which are prescribed by the exact Offer). GENERAL PROVISIONS. These Terms govern your use of the AFFPRO platform, including participation in affiliate marketing programs, particularly for online gambling operators ('iGaming Operators') which impose specific obligations detailed herein." AFFPRO is merely a service provider and does not possess full knowledge about the Advertising Offers and all their conditions created by the Advertiser and thereby disclaims any responsibility for the legitimacy of the activities that may or is being carried out by the Advertiser and Offers of the latter incl. for the legalization of i-gaming companies accordingly. In case if the applicable law contains requirements / obligations / rules for the actual conduce of the marketing campaigns the Publishers bear responsibility for the compliance with respective rules. The Advertiser is solely responsible and will protect AFFPRO from any damage, violation, loss or liability, monetary or otherwise, if it contains anything illegal, violates laws, copyrights, trademarks or intellectual property, etc. USING OUR SERVICES Account Registration, Accuracy and User warranties/representations: • User represents and warrants that all information provided during Account registration and at any time thereafter is, and will remain, true, accurate, current, and complete and in case if User is an individual – he is at least 18 years old or reach another age depending on his country of residence enabling him/her to enter into the agreements as this. • User agrees to promptly update this information upon any change or upon AFFPRO's reasonable request. • User agrees to use the Services and Platform strictly in accordance with: - All applicable local, state, national, and international laws, rules, and regulations; - These Terms; - AFFPRO's Acceptable Use Policy (can be found later in the present Terms); - All applicable data privacy and protection laws governing the transmission of technical or personal data. • User expressly agrees not to: - Access or use the Platform in any manner that could damage, disable, overburden, or impair it; - Use automated scripts, bots, scrapers, or other unauthorized means to access or collect data from the Platform; - Attempt to gain unauthorized access to any part of the Platform, other Accounts, or AFFPRO systems/networks; - Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code of the Platform - Follow Acceptable Use Policy; - Follow conditions of the exact Offers. • By using the Services, User represents and warrants they have the legal right, authority, and capacity to enter into these Terms and to fully perform their obligations hereunder and in case if User is acting on the behalf of the legal entity – has the needed corporate authority to represent the legal entity. • User is solely responsible for: - Maintaining the confidentiality of Account credentials (username, password); - All activities occurring under their Account or using their credentials. • User agrees not to: - Share Account credentials or access with unauthorized personnel; - Permit any third party to use their Account. • User must immediately notify AFFPRO of any unauthorized access or use of their Account or credentials. AffPro reserves the right to conduct Know Your Customer (KYC), due diligence, or compliance checks on any Publishers or Advertisers at any time, especially those promoting iGaming operators. Failure to provide accurate information or cooperate with such checks may result in Account suspension or termination. PAYMENTS. Advertiser Pre-Payment & Minimums: Advertiser must maintain a positive prepaid balance on its Account to use the Services. • Initial Deposit & Top-Ups: The minimum amount for the initial deposit and any subsequent account top-up is 10 USD (or equivalent in Account currency). - Billing Basis: All statistics for billing, campaign delivery, and performance reporting are solely based on AFFPRO's reporting system. This data is final and binding for payment purposes, absent manifest error. • Publisher Payouts & Minimums: - Payout Threshold: The minimum balance required for a Publisher to request a payout is 10 USD (or equivalent in Account currency) but only if the other terms and conditions are not prescribed in the Offer. - Accumulation: Balances below the threshold will automatically roll over to the next applicable payout cycle until the minimum is met. - Payout Timing: Payouts to Publishers are processed  NET-10 business days days (terms may vary depending on the exact payment method used for the withdrawal) days after the end of the calendar month in which the earnings were accrued and validated, provided: i. The minimum threshold is met; ii. The Publisher has submitted complete and accurate payment details; iii. The Publisher has passed any required verification checks (KYC/AML). - Publisher shall bear the sole and full responsibility for addition and maintenance of correct payment information in the Account and in no event the AFFPRO shall be held liable for any associated damages; - The payment shall be made at the Advertiser’s exchange rate. Payment Processing Providers: • AFFPRO utilizes third-party Payment Service Providers (PSPs) for deposit and payout processing. • Advertiser/Publisher acknowledges and agrees that: - AFFPRO is not responsible for the actions, fees, delays, errors, or limitations imposed by PSPs (including transaction fees, banking commissions, FX fees, or fraud holds); - Advertiser/Publisher is solely responsible for ensuring payment details provided to the PSP are accurate and valid. Payment Method: AFFPRO will make payouts using the Publisher's chosen method from the available options. Taxes: • User Responsibility:  Advertiser and Publisher are solely responsible for determining, reporting, withholding, and remitting all applicable taxes (VAT, income tax, sales tax, etc.) arising from their use of the Services and receipt of payments, except for taxes levied on AFFPRO's net income. • Documentation: AFFPRO reserves the right to request valid tax documentation from Users as required by applicable law or for PSP compliance. Advertiser Liability & Indemnification: • Advertiser guarantees the sufficiency of funds in its Account and its authority to make payments. • Advertiser shall indemnify, defend, and hold harmless AFFPRO from and against any and all losses, liabilities, costs (including legal fees), or claims arising out of or related to: - Any payment initiated by Advertiser (e.g., chargebacks, insufficient funds); - Advertiser's breach of payment obligations; - Any tax liability or penalty assessed against AFFPRO due to Advertiser's failure to comply with tax laws. Publisher Payment Conditions & Withholding Rights. In addition to conditions of the Section “Acceptable Use Policy / Traffic Requirements for Publishers [“AUP” also] the following requirements shall be me • Fulfillment Condition: AFFPRO's obligation to pay a Publisher is contingent upon AFFPRO having actually received the corresponding funds from the Advertiser for the validated actions. • Grounds for Withholding/Reclaiming Payment: AFFPRO expressly reserves the right, at its reasonable discretion based on objective evidence, to withhold, deduct from future earnings, or reclaim already paid amounts to a Publisher if AFFPRO reasonably determines that: - The Publisher violated these Terms, the applicable Offer terms, AFFPRO's Acceptable Use Policy, or any applicable law or regulation (including but not limited to: traffic source restrictions, GEO targeting bans, cookie stuffing, fraud, spam, trademark infringement, or AML/KYC violations); - The traffic or actions generated by the Publisher were fraudulent, invalid, or of poor quality (as defined in the Offer terms or AUP); - The Advertiser disputes the Taffic/actions or fails to pay AFFPRO for valid reasons related to the Publisher's actions; - Payment is required to be withheld by law, regulation, or court order. - The Publisher fails to provide required KYC/AML documentation or payment details. Notification: AFFPRO will make reasonable efforts to notify the Publisher of any significant withholding or deduction, explaining the reason, unless prohibited by law or if it would compromise an investigation. Acceptable Use Policy / Traffic Requirements for Publishers • Should any of the following occurs and communicated to the Advertiser by any available means, the Traffic may not be paid: - discovery of the Fraud; - disguise of the original Traffic source; - if upon three calendar weeks after the Traffic attraction it shows no signs of activity; - transfer of the test cap (shall be paid only if the KPI requirements are met if any are set. Please refer to the Offer for additional information and conditions applicable); - Incentivized Traffic (where end-users/customers are promised to receive monetary remuneration for certain actions unless such offer has been previously agreed in written with the Advertiser, when end-users/customers are promised to receive non-existent bonuses, etc); - End-users inactivity upon completion of the first deposit; - Targeting/marketing offers towards end-users younger then 25 years; - Using in creative materials (advertising materials used to solicit users/customers) images/names of any politicians, public officials, celebrities, famous persons such as bloggers/vloggers, religious leaders and historical persons. - Launch of the marketing campaigns aimed at the non-approved territories (where any targeted geo shall be approved with the Advertiser representative in prior if required by the Offer conditions). - Publisher resume Traffic flow to the Offer after an interruption lasting seven (7) consecutive days or more with zero conversions. In such case the Publisher must provide prior written notice (telegram message from/to the Account manager shall be sufficient) to its designated Account manager confirming traffic restoration. Failure to provide such notice relieves the AFFPRO of payment obligations for conversions attributed to the resumed traffic during the first forty-eight (48) hours following resumption. - In case of the traffic resale; - Traffic originating from ad exchanges or resulting in chargebacks; - Using ads or other materials/practices which infringe the intellectual property rights, rights of privacy or any other rights whatsoever of any third party; - Usage of malware, materials containing viruses or other computer codes, files or programs designed to breach, destroy or limit the operation of any computer or telecommunication equipment or software; - Usage of materials, that promote violence, racial, national, political, religion intolerance, or advocacy against any individual, group, or organization. The call for change the political system of a sovereign state, participation in terrorist organizations; - Usage of materials, that promote drugs, or any related paraphernalia, weapons and other prohibited and illegal goods or services, etc. Please be advised that additional conditions of exceptions to the aforementioned rules may be prescribed by the Offers (for examples some of the AUP conditions may not be applicable to the exact Offer). Moreover, Publisher acknowledges and agrees to provide Traffic by legal means, in accordance with the Advertiser's Offers and all applicable law. The Publisher agrees that it is solely responsible for the content of the advertising material that it displays unless such materials have been provided by the Advertiser. AFFPRO reserve right to reject any Ads on their sole discretion if such Ads violate applicable laws, this Terms of Use, or violate or may violate rights of third party. DISLCAIMER OF LIABILITY AND RISK ALLOCATION. Service "AS IS" & No Warranties: THE AFFPRO PLATFORM, SERVICES, AND RELATED SOFTWARE ARE PROVIDED “AS IS" AND "AS AVAILABLE". AFFPRO EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, COMPLETENESS, AND UNINTERRUPTED OR ERROR-FREE OPERATION. AFFPRO DOES NOT WARRANT THAT THE SERVICES WILL MEET USER REQUIREMENTS, BE ERROR-FREE, SECURE, OR AVAILABLE AT ALL TIMES. USERS WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA, INCLUDING USER CONTENT, THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SERVICE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH OUR SERVICE OR ANY HYPERLINKED WEBSITE OR SERVICE, OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY MONITOR ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. Limitation of Liability: Excluded Damages: In no event shall AFFPRO be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, revenue, data, business opportunities, goodwill, or reputation, arising out of or related to this Agreement or the use of the Services, even if advised of the possibility of such damages. Direct Damage Cap: AFFPRO's total aggregate liability for any direct damages arising under this Agreement shall not exceed the total Service Fees paid (or payable) by the relevant User to AFFPRO in the two (2) months preceding the event giving rise to the claim. Essential Purpose: These limitations apply notwithstanding any failure of essential purpose of any limited remedy. User Responsibility & Indemnification Basis: • Advertisers and Publishers are solely responsible for: - Their compliance with all applicable laws, regulations, and third-party terms (including payment processing, data privacy, advertising standards, and gambling licensing rules); - The legality, quality, and accuracy of their content, Offers, and Traffic sources; - Their interactions with end users and any resulting claims. Indemnity Obligation: Each User (Advertiser/Publisher) agrees to defend, indemnify, and hold harmless AFFPRO and its affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from: • The User's breach of these Terms; • The User's negligence, fraud, or willful misconduct; • Any claim that User content infringes third-party rights; • Invalid, Fraudulent (Fraud), or illegal traffic generated by the User. Third-Party Dependencies & Force Majeure: AFFPRO's performance depends on services provided by third parties (e.g., hosting providers, payment gateways, telecom carriers). AFFPRO is not liable for failures or delays caused by these third parties. AFFPRO is not liable for any failure or delay in performance due to events beyond its reasonable control (Force Majeure), including acts of God, war, terrorism, government actions, pandemics, internet outages, or strikes. Fraud & Invalid Traffic: AFFPRO does not guarantee the validity or quality of traffic or leads. AFFPRO is not liable for losses arising from Fraudulent Traffic, invalid conversions, chargebacks, or Advertiser non-payment related to traffic quality issues. Publishers bear the risk of non-payment for invalid/Fraudulent activity as defined herein (especially defined by the AUP). Platform Modifications & Discretion: AFFPRO reserves the right to modify, suspend, or discontinue any aspect of the Platform or Services at any time without liability. AFFPRO's exercise of its rights under this Agreement is within its reasonable discretion and does not create liability (including its sole right to terminate the Account/Agreement with you in its sole discretion). Termination of Agreement and Account Suspension/Lockout Termination by Either Party: Either Party may terminate this Agreement at any time, for any reason or no reason, where the by providing written notice to the other Party via email where the notification from the AFFPRO shall be submitted at least 2 business days prior and from the User – at least 20 business days prior. Termination and Suspension Rights of AFFPRO: AFFPRO reserves the right, in its sole discretion and without prior notice (except where expressly stated otherwise below), to take any of the following actions: Suspend or restrict access to specific features or services (Partial Account Blocking). • Terminate the Service and completely block access to the User Account (Full Account Lockout); • Suspend or terminate the operation of the Affiliate's promotional site(s). Grounds for Immediate Action: AFFPRO may take the actions described in this Section  immediately and without prior warning in cases of: • Any breach of any term or condition of this Agreement by the User (especially violation of AUP); • Fraudulent activity, manipulation, or abuse of the AFFPRO system or Traffic. • Disrespectful conduct, use of threats, or profanity in any communication with AFFPRO personnel (including but not limited to: ticket system, email, Microsoft Teams, phone). • Any illegal activity or activity that jeopardizes the security or reputation of AFFPRO. Effect of Termination or Account Lockout: • Upon termination of this Agreement or Full Account Lockout: - The User’s right to use the Service and access the Account ceases immediately. - All outstanding legitimate earnings due to the Publisher up to the effective termination date will be processed according to the Payment terms, subject to any deductions for chargebacks, fines, or costs incurred due to the Affiliate's breach. - The Publisher must immediately cease all promotional activities using AFFPRO brands, trademarks, materials, and tracking links. Partial Account Blocking may restrict access but does not automatically terminate the Agreement; payment obligations for legitimate earnings may continue unless/until Full Lockout or Agreement termination occurs. Survival: Termination or expiration of these Terms shall not affect any rights, obligations, or liabilities of the Parties that have accrued up to the date of termination or expiration, or which are intended to continue or come into force thereafter. Provisions regarding Payment (for earned amounts), Confidentiality, Intellectual Property, Warranty Disclaimers, Indemnification, Limitation of Liability, and Governing Law shall expressly survive termination. INTELLECTUAL PROPERTY RIGHTS Ownership. All intellectual property rights (including trademarks, logos, graphics, content, software, and brand elements) related to AFFPRO, its Partners, or associated services ("Company IP") are the exclusive property of AFFPRO or its licensors. No rights are granted to the User beyond the limited, revocable license specified herein. License Grant. Subject to strict compliance with these Terms, AFFPRO may grant the Partner a non-exclusive, non-transferable, royalty-free license to: • Use marketing materials explicitly provided on the Platform; • Promote AFFPRO services solely through approved channels and methods. This license terminates automatically upon termination of the Agreement or can be revoked by the AFFPRO anytime basing on its sole discretion. Prohibited Uses in relation to Company’s IP. The User is strictly prohibited from: • Copying, imitating, or creating derivatives of Company IP (including website designs, brand aesthetics, or trademark stylizations); • Registering/using domain names, social media handles, apps, or online profiles that incorporate, mimic, or are confusingly similar to Company IP without prior written approval; • Using Company IP (logos, trademarks, graphics) outside pre-approved materials in the Platform, unless separately authorized in writing (email/PDF agreement); • Bidding on or using Company trademarks/brands (e.g., "AFFPRO," other Users brands) as keywords, meta tags, search queries, or ad identifiers in paid/organic campaigns without express authorization; • Using images, videos, or likenesses of AFFPRO ambassadors, employees, or representatives without prior written consent. Revocation & Enforcement AFFPRO may revoke any permission (including Platform materials) at its sole discretion, with immediate effect. Violations of this section constitute a material breach, entitling AFFPRO to suspend commissions, terminate the Terms, and pursue legal remedies without prior notice. CONFIDENTIALITY Each party agrees that it will not disclose any Confidential Information of the other Party to any third-party, and that it will not use Confidential Information for any purpose not permitted under this Terms of Use. Each Party will protect the Confidential Information of the other Party in the same manner that it protects its own confidential and proprietary information, but in no event shall such protection be less than a reasonable standard of care. The foregoing obligations shall not apply to the extent Confidential Information of a Disclosing Party: • must be disclosed by the Receiving Party to comply with any requirement of law or order of a court or administrative body including any applicable stock exchange (provided that each party agrees to the extent legally permissible to notify the other party upon the issuance of any such order, and to cooperate in its efforts to convince the court or administrative body to restrict disclosure); or • is known to or in the possession of the Receiving Party prior to the disclosure of such Confidential Information by the Disclosing Party, as evidenced by the Receiving Party's written records; or • is known or generally available to the public through no act or omission of the Receiving Party; or • is made available free of any legal restriction to the Receiving Party by a third party; or • is independently developed by the Receiving Party without use of any Confidential Information. Governing Law & Dispute Resolution Governing Law These Terms, and any disputes arising out of or in connection with them, shall be governed by and construed in accordance with the laws of England and Wales, excluding its conflict of laws principles. Mandatory Negotiation Informal Resolution: Before initiating formal proceedings, Parties agree to first attempt to resolve any dispute informally by contacting the other Party in writing via email [email protected] for AFFPRO; the Partner's registered email for the Partner. A response must be provided within 15 business days. Litigation Bar: No court proceedings may be commenced until 90 days pass from the initial dispute notice. Exclusive Jurisdiction Subject to aforementioned all disputes shall be finally resolved by the courts of England and Wales, to whose exclusive jurisdiction the Parties irrevocably submit. Contact Information If you have any questions or concerns with respect to this Terms or the Website or any information contained on thereon, you may contact us by writing to us at [email protected]