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Terms & Conditions Terms & Conditions
GGG AFFILIATE AGREEMENT for Playlottoglobal

Individual Affiliate Partnership Terms and Conditions

Effective Date: August 5, 2025
Version: 1.0
Governing Jurisdiction: Hong Kong SAR / United Arab Emirates
License Authority: Tobique Gaming Commission



TABLE OF CONTENTS

Definitions and Interpretation

Agreement Structure and Parties

Affiliate Program Overview

Commission Structure and Payment Terms

Affiliate Obligations and Responsibilities

Compliance and Regulatory Requirements

Marketing Standards and Approved Activities

Prohibited Activities and Geographic Restrictions

Fraud Prevention and Monitoring

Data Protection and Privacy

Intellectual Property Rights

Cryptocurrency and Digital Payment Provisions

Termination and Post-Termination Obligations

Indemnification and Liability

Dispute Resolution

General Provisions



1. DEFINITIONS AND INTERPRETATION

1.1 Definitions

“Affiliate” means the individual or entity entering into this Agreement with GGG to promote the Platform and refer Players in exchange for Commissions.

“Agreement” means this Affiliate Agreement, including all schedules, addenda, and amendments.

“Applicable Laws” means all laws, regulations, rules, directives, and regulatory requirements applicable to online gambling, affiliate marketing, data protection, anti-money laundering, and consumer protection in any relevant jurisdiction.

“Commission” means the monetary compensation paid to Affiliate based on Net Gaming Revenue generated by Referred Players according to the Commission Structure defined herein.

“Commission Structure” means the three-tier commission system: 10% Direct Level, 5% Level 1, and 2.5% Level 2 as detailed in Section 4.

“Confidential Information” means all non-public information disclosed by either party, including but not limited to business strategies, player data, financial information, technical specifications, and proprietary methodologies.

“Cryptocurrency” means digital or virtual currencies secured by cryptography, including but not limited to Bitcoin, Ethereum, Litecoin, and other blockchain-based digital assets.

“Direct Level” means Players directly referred by the Affiliate through their unique tracking links.

“GGG” means Global Gaming Group, a licensed gambling platform operator holding valid gaming licenses and operating under the Tobique Gaming Commission license.

“Gaming Authorities” means regulatory bodies with jurisdiction over online gambling operations, including but not limited to the Tobique Gaming Commission, Hong Kong Gaming Authority, and UAE Gaming Regulatory Authority.

“Level 1” means Players referred by Sub-Affiliates directly recruited by the Affiliate.

“Level 2” means Players referred by Sub-Affiliates recruited by the Affiliate’s Level 1 Sub-Affiliates.

“Net Gaming Revenue (NGR)” means the total amount wagered by Players minus total winnings paid to Players, bonuses awarded, chargebacks, payment processing fees, taxes, and regulatory fees, calculated monthly.

“Platform” means GGG’s online gambling and gaming platform, including all associated websites, mobile applications, and gaming services.

“Player” means an individual who registers an account on the Platform and engages in gambling activities.

“Referred Player” means a Player who registers and deposits funds on the Platform through the Affiliate’s unique tracking links or promotional codes.

“Responsible Gambling” means practices and policies designed to prevent problem gambling, protect vulnerable individuals, and promote safe gambling behaviors.

“Sub-Affiliate” means an individual or entity recruited by the Affiliate to participate in the affiliate program under the Affiliate’s network.

“Tracking Link” means unique URLs provided by GGG that identify traffic and Player registrations attributable to the Affiliate.

1.2 Interpretation

1.2.1 References to “including” or “includes” are not limiting and mean “including without limitation.”

1.2.2 Headings are for convenience only and do not affect interpretation.

1.2.3 References to singular include plural and vice versa.

1.2.4 References to any gender include all genders.

1.2.5 References to statutes include amendments and replacements.



2. AGREEMENT STRUCTURE AND PARTIES

2.1 Contracting Parties

Platform Provider:
Global Gaming Group (GGG)
Licensed Gambling Operator
Tobique Gaming Commission License No. [LICENSE_NUMBER]
Registered Address: [GGG_ADDRESS]
Contact:

 Affiliate:
[AFFILIATE_NAME]
[AFFILIATE_ADDRESS]
[AFFILIATE_CONTACT_DETAILS]

2.2 Agreement Term

2.2.1 This Agreement commences on the Effective Date and continues for an initial term of twelve (12) months.

2.2.2 The Agreement automatically renews for successive twelve (12) month periods unless terminated by either party with ninety (90) days written notice prior to the renewal date.

2.2.3 Either party may terminate this Agreement immediately for cause as specified in Section 13.

2.3 Governing Law and Jurisdiction

2.3.1 This Agreement is governed by the laws of Hong Kong SAR and the United Arab Emirates, with Hong Kong law taking precedence for commercial matters and UAE law for regulatory compliance matters.

2.3.2 The parties submit to the exclusive jurisdiction of the courts of Hong Kong SAR for dispute resolution, subject to the arbitration provisions in Section 15.

2.3.3 All operations must comply with Tobique Gaming Commission regulations and licensing requirements.



3. AFFILIATE PROGRAM OVERVIEW

3.1 Program Structure

3.1.1 GGG operates a three-tier affiliate program allowing Affiliates to earn commissions on: - Direct Player referrals (Direct Level) - Players referred by recruited Sub-Affiliates (Level 1) - Players referred by Sub-Affiliates’ Sub-Affiliates (Level 2)

3.1.2 The program is designed to reward both direct marketing efforts and network building activities.

3.1.3 All commission calculations are based on Net Gaming Revenue generated by Referred Players.

3.2 Affiliate Registration and Approval

3.2.1 Affiliate applications are subject to GGG’s approval process, including: - Identity verification and background checks - Compliance with eligibility requirements - Review of proposed marketing methods - Acceptance of all terms and conditions

3.2.2 GGG reserves the right to reject any application without providing reasons.

3.2.3 Approved Affiliates receive unique tracking links and access to the affiliate dashboard.

3.3 Eligibility Requirements via self declaration

3.3.1 Affiliates must be at least 18 years old (or legal age of majority in their jurisdiction).

3.3.2 Affiliates must not be residents of or operating from Prohibited Jurisdictions as defined in Section 8.

3.3.3 Affiliates must possess all necessary licenses and permits required in their jurisdiction for affiliate marketing activities.

3.3.4 Affiliates must not have any criminal convictions related to fraud, money laundering, or gambling-related offenses.



4. COMMISSION STRUCTURE AND PAYMENT TERMS

4.1 Three-Tier Commission Structure

4.1.1 Direct Level Commission: 10% - Applied to Net Gaming Revenue generated by Players directly referred by the Affiliate - Calculated monthly based on actual NGR performance - No minimum or maximum limits on earnings

4.1.2 Level 1 Commission: 5% - Applied to Net Gaming Revenue generated by Players referred by the Affiliate’s directly recruited Sub-Affiliates - Requires active Sub-Affiliate recruitment and management - Subject to Sub-Affiliate performance and compliance

4.1.3 Level 2 Commission: 2.5% - Applied to Net Gaming Revenue generated by Players referred by Level 1 Sub-Affiliates’ recruited Sub-Affiliates - Represents third-tier network development rewards - Subject to network compliance and performance standards

4.2 Commission Calculation Methodology

4.2.1 Net Gaming Revenue Calculation:

NGR = Total Player Deposits
    - Total Player Withdrawals
    - Bonuses and Promotions
    - Chargebacks and Disputes
    - Payment Processing Fees
    - Applicable Taxes
    - Regulatory Fees

4.2.2 Monthly Commission Calculation:

Total Commission = (Direct NGR × 10%) + (Level 1 NGR × 5%) + (Level 2 NGR × 2.5%)

4.2.3 Commissions are calculated monthly and reported within fifteen (15) days of month-end.

4.3 Payment Terms and Conditions

4.3.1 Payment Schedule: - Monthly payments processed on the 15th of each month - Payments cover the previous calendar month’s earned commissions - Minimum payment threshold: $100 USD equivalent

4.3.2 Payment Methods: - Bank wire transfer (preferred method) - Cryptocurrency payments (Bitcoin, Ethereum, USDT) - PayPal (where legally compliant) - Other methods as mutually agreed

4.3.3 Payment Processing: - Payments processed within 45 days of month-end - 30-day hold period for fraud verification and chargeback protection - Currency conversion at prevailing market rates

4.3.4 Payment Documentation: - Detailed commission statements provided monthly - Real-time dashboard access for performance tracking - Annual tax reporting assistance provided

4.4 Commission Adjustments and Disputes

4.4.1 GGG reserves the right to adjust commissions for: - Fraudulent or suspicious Player activity - Chargebacks and payment disputes - Bonus abuse or system manipulation - Compliance violations

4.4.2 Commission disputes must be raised within thirty (30) days of payment.

4.4.3 All adjustments will be documented and explained in writing.



5. AFFILIATE OBLIGATIONS AND RESPONSIBILITIES

5.1 General Obligations

5.1.1 Compliance Commitment: - Comply with all Applicable Laws and regulations - Maintain current knowledge of gambling regulations - Implement required compliance measures - Report compliance issues immediately

5.1.2 Professional Standards: - Conduct business in a professional and ethical manner - Maintain accurate records of marketing activities - Provide truthful and accurate information to GGG - Cooperate with audits and compliance reviews

5.1.3 Performance Standards: - Use best efforts to promote the Platform - Maintain quality standards in all marketing activities - Focus on sustainable Player acquisition - Build and maintain Sub-Affiliate networks responsibly

5.2 Marketing and Promotional Obligations

5.2.1 Approved Materials: - Use only GGG-approved marketing materials - Obtain written approval for custom marketing content - Ensure all materials include required disclaimers - Update materials as required by GGG

5.2.2 Responsible Marketing: - Include responsible gambling messages in all promotions - Clearly identify marketing communications as advertisements - Provide accurate information about games and odds - Avoid targeting vulnerable populations

5.2.3 Brand Representation: - Represent GGG and the Platform accurately - Maintain brand consistency and quality - Avoid misleading or deceptive practices - Protect GGG’s reputation and brand value

5.3 Sub-Affiliate Management

5.3.1 Recruitment Standards: - Recruit only qualified and compliant Sub-Affiliates - Conduct due diligence on Sub-Affiliate applications - Ensure Sub-Affiliates meet all eligibility requirements - Maintain records of Sub-Affiliate activities

5.3.2 Training and Support: - Provide adequate training to Sub-Affiliates - Ensure Sub-Affiliates understand compliance requirements - Monitor Sub-Affiliate performance and compliance - Take corrective action for non-compliance

5.3.3 Network Responsibility: - Accept responsibility for Sub-Affiliate actions - Implement quality control measures - Report Sub-Affiliate violations immediately - Maintain network integrity and compliance

5.4 Reporting and Documentation

5.4.1 Activity Reporting: - Maintain detailed records of marketing activities - Report significant marketing campaigns in advance - Provide monthly activity summaries - Document Sub-Affiliate recruitment and management

5.4.2 Compliance Documentation: - Maintain evidence of regulatory compliance - Document responsible gambling implementations - Keep records of Player interactions and support - Provide documentation upon GGG request



6. COMPLIANCE AND REGULATORY REQUIREMENTS

6.1 Gaming Authority Compliance

6.1.1 License Compliance: - Operate in accordance with Tobique Gaming Commission requirements - Maintain awareness of license conditions and obligations - Report any activities that may affect license status - Cooperate with regulatory investigations and audits

6.1.2 Regulatory Reporting: - Assist with regulatory reporting requirements - Provide information for compliance submissions - Maintain records as required by Gaming Authorities - Ensure timely response to regulatory inquiries

6.2 Know Your Customer (KYC) and Anti-Money Laundering (AML)

6.2.1 KYC Requirements: - Verify identity of all Sub-Affiliates - Maintain current identification documentation - Report suspicious identity or documentation issues - Ensure Sub-Affiliates complete KYC procedures

6.2.2 AML Compliance: - Implement anti-money laundering procedures - Monitor for suspicious financial activities - Report potential money laundering activities - Maintain AML training and awareness

6.2.3 Enhanced Due Diligence: - Conduct enhanced screening for high-risk affiliates - Perform ongoing monitoring of affiliate activities - Implement risk-based compliance measures - Maintain detailed compliance records

6.3 Responsible Gambling Requirements

6.3.1 Mandatory Implementations: - Include responsible gambling messages in all marketing - Provide links to gambling addiction resources - Avoid targeting problem gamblers or vulnerable individuals - Implement age verification measures

6.3.2 Problem Gambling Prevention: - Recognize signs of problem gambling - Refer problem gamblers to appropriate resources - Avoid encouraging excessive gambling behaviors - Support GGG’s responsible gambling initiatives

6.3.3 Vulnerable Population Protection: - Never target minors or underage individuals - Avoid marketing to financially vulnerable populations - Implement safeguards against exploitation - Maintain ethical marketing standards

6.4 Data Protection and Privacy Compliance

6.4.1 GDPR Compliance: - Implement GDPR-compliant data handling procedures - Obtain proper consent for data collection and processing - Maintain data subject rights and procedures - Ensure secure data storage and transmission

6.4.2 Privacy Protection: - Protect Player privacy and personal information - Implement appropriate data security measures - Limit data collection to necessary purposes - Provide clear privacy notices and policies

6.4.3 Cross-Border Data Transfers: - Ensure compliant international data transfers - Implement appropriate safeguards for data protection - Maintain records of data processing activities - Comply with local data protection requirements



7. MARKETING STANDARDS AND APPROVED ACTIVITIES

7.1 Approved Marketing Methods

7.1.1 Digital Marketing: - Search engine optimization (SEO) - Pay-per-click advertising (PPC) with restrictions - Social media marketing (compliant platforms only) - Email marketing with proper consent - Content marketing and blogging - Affiliate network participation

7.1.2 Content Creation: - Educational gambling content - Game reviews and comparisons - Strategy guides and tutorials - Industry news and analysis - Responsible gambling information

7.1.3 Network Marketing: - Sub-Affiliate recruitment and training - Network building and management - Performance incentive programs - Compliance training and support

7.2 Marketing Standards and Requirements

7.2.1 Accuracy Requirements: - All marketing content must be truthful and accurate - Game odds and payout information must be correct - Promotional terms must be clearly stated - No misleading or deceptive claims

7.2.2 Disclosure Requirements: - Clearly identify content as advertising - Disclose affiliate relationships - Include required regulatory disclaimers - Provide clear terms and conditions

7.2.3 Responsible Gambling Integration: - Include responsible gambling messages - Provide links to support resources - Avoid encouraging excessive gambling - Promote safe gambling practices

7.3 Content Approval Process

7.3.1 Pre-Approval Requirements: - Submit marketing materials for review before use - Obtain written approval for custom content - Allow 5-7 business days for approval process - Make required modifications before publication

7.3.2 Ongoing Compliance: - Regular review of published content - Updates to reflect regulatory changes - Removal of non-compliant content - Continuous improvement of marketing standards



8. PROHIBITED ACTIVITIES AND GEOGRAPHIC RESTRICTIONS

8.1 Prohibited Marketing Activities

8.1.1 Strictly Prohibited: - Targeting minors or underage individuals - False or misleading advertising - Spam email or unsolicited communications - Trademark or copyright infringement - Impersonation of GGG or unauthorized brand use - Incentivizing problem gambling behaviors

8.1.2 Platform Violations: - Creating fake Player accounts - Manipulating tracking systems - Engaging in fraudulent activities - Violating platform terms of service - Interfering with other affiliates’ activities

8.1.3 Regulatory Violations: - Operating without required licenses - Violating gambling advertising regulations - Non-compliance with data protection laws - Failure to implement responsible gambling measures - Money laundering or financial crimes

8.2 Geographic Restrictions – players from such jurisdictions are prohibited to register a player account

8.2.1 Prohibited Jurisdictions: - United States and all US territories - United Kingdom and Crown Dependencies - Canada and all Canadian provinces - Countries where online gambling is prohibited by law - Sanctioned countries and territories - Any jurisdiction where affiliate marketing for gambling is illegal

8.2.2 Restricted Activities: - No marketing or promotion in prohibited jurisdictions - No acceptance of Players from restricted areas - Implementation of geo-blocking measures - Compliance with local advertising restrictions

8.2.3 Compliance Monitoring: - Regular review of geographic compliance - Implementation of technical restrictions - Monitoring of traffic sources and Player origins - Immediate cessation of non-compliant activities

8.3 Enforcement and Penalties

8.3.1 Violation Response: - Immediate investigation of reported violations - Temporary suspension of affiliate privileges - Commission withholding during investigation - Corrective action requirements

8.3.2 Penalty Structure: - First violation: Warning and corrective action - Second violation: Commission reduction or suspension - Third violation: Agreement termination - Serious violations: Immediate termination



9. FRAUD PREVENTION AND MONITORING

9.1 Fraud Detection Systems

9.1.1 Automated Monitoring: - Real-time traffic analysis and validation - Player behavior pattern recognition - Commission calculation verification - Suspicious activity detection algorithms

9.1.2 Manual Review Processes: - Regular audit of affiliate activities - Investigation of unusual patterns - Verification of high-value transactions - Compliance spot-checks and reviews

9.2 Fraud Prevention Measures

9.2.1 Traffic Quality Standards: - Prohibition of bot traffic or artificial inflation - Requirements for genuine Player referrals - Quality metrics and performance standards - Regular traffic source verification

9.2.2 Player Verification: - Enhanced KYC procedures for referred Players - Verification of Player authenticity - Monitoring of Player activity patterns - Detection of duplicate or fake accounts

9.3 Investigation and Response Procedures

9.3.1 Investigation Process: - Immediate suspension of suspected fraudulent activity - Comprehensive investigation of allegations - Collection and analysis of evidence - Determination of appropriate response

9.3.2 Response Measures: - Commission adjustment or clawback - Temporary or permanent account suspension - Agreement termination for serious violations - Legal action for criminal activities

9.3.3 Appeal Process: - Right to appeal fraud determinations - Provision of evidence and documentation - Independent review of appeals - Final determination and resolution



10. DATA PROTECTION AND PRIVACY

10.1 Data Handling Obligations

10.1.1 Data Collection: - Collect only necessary personal data - Obtain proper consent for data collection - Implement privacy-by-design principles - Maintain accurate and up-to-date records

10.1.2 Data Processing: - Process data only for specified purposes - Implement appropriate security measures - Limit access to authorized personnel - Maintain processing records and documentation

10.1.3 Data Sharing: - Share data only as permitted by law and consent - Implement secure data transfer protocols - Maintain confidentiality of shared information - Comply with cross-border transfer requirements

10.2 Privacy Rights and Procedures

10.2.1 Data Subject Rights: - Right to access personal data - Right to rectification of inaccurate data - Right to erasure (right to be forgotten) - Right to data portability - Right to object to processing

10.2.2 Privacy Procedures: - Implement procedures for handling privacy requests - Respond to requests within required timeframes - Maintain records of privacy request handling - Provide clear privacy notices and policies

10.3 Data Security Requirements

10.3.1 Technical Safeguards: - Encryption of sensitive data - Secure data storage and transmission - Access controls and authentication - Regular security updates and patches

10.3.2 Organizational Measures: - Staff training on data protection - Clear data handling procedures - Regular security assessments - Incident response procedures

10.3.3 Breach Notification: - Immediate notification of data breaches - Assessment of breach impact and risks - Implementation of containment measures - Cooperation with regulatory investigations



11. INTELLECTUAL PROPERTY RIGHTS

11.1 GGG Intellectual Property

11.1.1 Ownership: - GGG retains all rights to Platform technology - GGG owns all trademarks, logos, and brand elements - GGG maintains copyright in all marketing materials - GGG controls all proprietary systems and processes

11.1.2 License Grant: - Limited license to use GGG trademarks for approved marketing - Right to use approved marketing materials - Access to affiliate tracking and reporting systems - License terminates upon Agreement termination

11.1.3 Usage Restrictions: - Use only in accordance with brand guidelines - No modification of trademarks or logos - No registration of similar marks or domains - No use that damages GGG’s reputation

11.2 Affiliate Intellectual Property

11.2.1 Affiliate Content: - Affiliate retains rights to original content - Grant of license to GGG for promotional use - Right to use affiliate testimonials and case studies - Mutual respect for intellectual property rights

11.2.2 Collaborative Content: - Joint ownership of collaboratively created content - Shared rights to use and modify collaborative materials - Clear attribution and credit requirements - Respect for contributor rights and recognition

11.3 Intellectual Property Protection

11.3.1 Infringement Prevention: - Monitoring for unauthorized use of IP - Reporting of suspected infringement - Cooperation in enforcement actions - Implementation of protective measures

11.3.2 Enforcement Cooperation: - Assistance with IP enforcement actions - Provision of evidence and documentation - Support for legal proceedings - Shared costs for joint enforcement



12. CRYPTOCURRENCY AND DIGITAL PAYMENT PROVISIONS

12.1 Cryptocurrency Payment Support

12.1.1 Supported Cryptocurrencies: - Bitcoin (BTC) - Ethereum (ETH) - Litecoin (LTC) - Tether (USDT) - Other cryptocurrencies as mutually agreed

12.1.2 Payment Processing: - Secure cryptocurrency wallet integration - Real-time conversion to fiat currencies - Transparent exchange rate application - Detailed transaction records and reporting

12.2 Cryptocurrency Compliance

12.2.1 Regulatory Compliance: - Compliance with cryptocurrency regulations - AML/KYC requirements for crypto transactions - Reporting obligations for large transactions - Tax compliance and documentation

12.2.2 Risk Management: - Volatility risk disclosure and management - Secure storage and transfer protocols - Fraud prevention for crypto transactions - Regular security audits and updates

12.3 Digital Payment Innovation

12.3.1 Emerging Technologies: - Support for new payment technologies - Integration with digital wallet systems - Blockchain-based payment solutions - Smart contract implementation where applicable

12.3.2 Future Development: - Continuous evaluation of new payment methods - Adaptation to regulatory changes - Technology upgrades and improvements - Enhanced security and efficiency measures



13. TERMINATION AND POST-TERMINATION OBLIGATIONS

13.1 Termination Rights

13.1.1 Termination for Convenience: - Either party may terminate with 90 days written notice - Termination effective at end of notice period - No penalty for convenience termination - Orderly wind-down of activities

13.1.2 Termination for Cause: - Immediate termination for material breach - 30-day cure period for non-material breaches - Automatic termination for regulatory violations - Termination for insolvency or bankruptcy

13.1.3 Specific Termination Triggers: - Violation of prohibited activities - Failure to maintain required licenses - Breach of compliance obligations - Fraudulent or criminal activities - Damage to GGG’s reputation or business

13.2 Post-Termination Obligations

13.2.1 Immediate Cessation: - Stop all promotional activities immediately - Remove all GGG marketing materials - Cease use of GGG trademarks and branding - Discontinue Sub-Affiliate recruitment

13.2.2 Data and Information: - Return all confidential information - Delete GGG proprietary data - Maintain confidentiality obligations - Provide final activity reports

13.2.3 Ongoing Obligations: - Continue compliance with confidentiality - Maintain records for audit purposes - Cooperate with transition activities - Honor post-termination restrictions

13.3 Commission Treatment Upon Termination

13.3.1 Earned Commissions: - Payment of all earned commissions through termination date - Final payment within 60 days of termination - Adjustment for chargebacks and disputes - Detailed final accounting statement

13.3.2 Tail Commissions: - Convenience Termination: 12-month tail commission period - Cause Termination: No tail commissions - Mutual Agreement: Negotiated tail commission terms - Monthly payments during tail period

13.3.3 Commission Adjustments: - Right to adjust for post-termination chargebacks - Clawback of fraudulent or disputed commissions - Final reconciliation and settlement - Resolution of outstanding disputes

13.4 Survival of Terms

13.4.1 Surviving Provisions: - Confidentiality obligations - Intellectual property rights - Indemnification clauses - Dispute resolution procedures - Post-termination restrictions

13.4.2 Duration of Survival: - Confidentiality: 5 years post-termination - IP restrictions: Permanent - Indemnification: 3 years post-termination - Non-compete: 12 months post-termination



14. INDEMNIFICATION AND LIABILITY

14.1 Mutual Indemnification

14.1.1 GGG Indemnification: - Indemnify Affiliate against Platform-related claims - Cover regulatory compliance issues arising from Platform operations - Protect against intellectual property infringement claims - Defend against third-party claims related to Platform functionality

14.1.2 Affiliate Indemnification: - Indemnify GGG against marketing-related claims - Cover claims arising from Affiliate’s promotional activities - Protect against Sub-Affiliate actions and violations - Defend against regulatory violations by Affiliate

14.2 Limitation of Liability

14.2.1 Liability Caps: - Maximum liability limited to 12 months of commissions paid - No liability for indirect or consequential damages - Exclusion of lost profits and business interruption - Limitation does not apply to fraud or willful misconduct

14.2.2 Force Majeure: - Suspension of obligations during force majeure events - Notice requirements for force majeure claims - Mitigation efforts and alternative performance - Termination rights for extended force majeure

14.3 Insurance Requirements

14.3.1 Required Coverage: - Professional liability insurance (minimum $1 million) - General liability insurance (minimum $2 million) - Cyber liability insurance (minimum $1 million) - Errors and omissions coverage

14.3.2 Insurance Administration: - Proof of insurance required annually - GGG named as additional insured - 30-day notice of cancellation or material changes - Maintenance of coverage throughout Agreement term



15. DISPUTE RESOLUTION

15.1 Dispute Resolution Process

15.1.1 Negotiation: - Good faith negotiation for 30 days - Senior management involvement required - Documentation of negotiation efforts - Escalation to mediation if unsuccessful

15.1.2 Mediation: - Binding mediation through Hong Kong International Arbitration Centre - Selection of qualified mediator - Shared costs of mediation process - 60-day mediation period

15.1.3 Arbitration: - Final binding arbitration if mediation fails - Single arbitrator for disputes under $100,000 - Three-arbitrator panel for larger disputes - Hong Kong arbitration rules and procedures

15.2 Arbitration Procedures

15.2.1 Arbitration Rules: - Hong Kong International Arbitration Centre Rules - English language proceedings - Hong Kong seat of arbitration - Expedited procedures for smaller disputes

15.2.2 Arbitrator Selection: - Mutual agreement on arbitrator selection - HKIAC appointment if no agreement - Qualifications in gambling and commercial law - Independence and impartiality requirements

15.3 Interim Relief

15.3.1 Emergency Procedures: - Right to seek emergency arbitrator - Interim measures and injunctive relief - Protection of confidential information - Preservation of status quo

15.3.2 Court Jurisdiction: - Hong Kong courts for enforcement of awards - Limited court intervention in arbitration - Recognition and enforcement procedures - Appeal rights and limitations



16. GENERAL PROVISIONS

16.1 Amendment and Modification

16.1.1 Amendment Process: - Written amendments required - Mutual consent for material changes - 30-day notice for regulatory-required changes - Electronic signature acceptance

16.1.2 Regulatory Updates: - Automatic incorporation of regulatory changes - Notice of regulatory compliance requirements - Reasonable time for implementation - Termination rights for material regulatory changes

16.2 Assignment and Transfer

16.2.1 Assignment Restrictions: - No assignment without prior written consent - Due diligence requirements for assignees - Assumption of all obligations by assignee - Release of original party upon valid assignment

16.2.2 Change of Control: - Notice required for ownership changes over 25% - Right to terminate for material change of control - Approval requirements for significant changes - Maintenance of qualification standards

16.3 Notices and Communications

16.3.1 Notice Requirements: - Written notice required for formal communications - Email acceptable for routine communications - Certified mail for termination and legal notices - Receipt confirmation required

16.3.2 Contact Information: - Maintenance of current contact information - 30-day notice of address changes - Multiple contact methods required - Emergency contact procedures

16.4 Severability and Waiver

16.4.1 Severability: - Invalid provisions severed from Agreement - Remaining provisions remain in full force - Replacement of invalid provisions with valid alternatives - Preservation of Agreement intent and purpose

16.4.2 Waiver: - No waiver except in writing - Waiver of one breach does not waive future breaches - Continuing obligations despite waiver - No implied waivers

16.5 Entire Agreement

16.5.1 Complete Agreement: - This Agreement constitutes the entire agreement - Supersedes all prior agreements and understandings - No oral modifications or amendments - Integration of all terms and conditions

16.5.2 Precedence: - This Agreement takes precedence over conflicting documents - Specific provisions control over general provisions - Later amendments supersede earlier provisions - Clear hierarchy of document precedence



SIGNATURE PAGE

By signing below, the parties acknowledge that they have read, understood, and agree to be bound by all terms and conditions of this Affiliate Agreement.


SCHEDULES AND ADDENDA

Schedule A: Commission Calculation Examples

Schedule B: Approved Marketing Materials

Schedule C: Prohibited Jurisdictions List

Schedule D: Compliance Checklist

Schedule E: Cryptocurrency Payment Procedures



Document Version: 1.0
Last Updated: August 5, 2025
Next Review Date: February 5, 2026



This Agreement has been prepared in accordance with Hong Kong SAR and UAE legal requirements and Tobique Gaming Commission regulations. Legal review recommended before execution.
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