Ronin Affiliates Terms and Conditions

To join our affiliate program, it is essential that you review, understand, and agree to the terms and conditions outlined on this page. If you do not accept these terms, we advise that you do not proceed with your application.

If you have any questions or need further clarification regarding our affiliate program, feel free to reach out to us at [email protected].

This Agreement governs the relationship between Ronin Affiliates and the Affiliate, as well as the relationship between the Affiliate and the Merchants whose brands form part of the Program.

1. Application and Appointment as an Affiliate

1.1 Ronin Affiliates shall assess each application submitted by a prospective affiliate.

1.2 The decision to approve or reject an application is at the sole discretion of Ronin Affiliates. No liability shall attach to Ronin Affiliates in the event of an unsuccessful application.

1.3 The Affiliate may be requested to provide, inter alia:

A comprehensive list of domains intended for use in the Program, including content themes and layout structure;
A detailed description of the Affiliate’s operational focus and business activities in the online casino or sportsbook verticals;
An outline of marketing methods and the intended audience;
Valid government-issued identification;
Verified banking or payment details;
Any other documentation that Ronin Affiliates, at its discretion, deems necessary to assess the application.

1.4 As part of the verification process, Ronin Affiliates may compare submitted domain ownership against publicly available WHOIS or similar records to confirm legitimate control.

1.5 Upon satisfying the onboarding requirements, the Affiliate will be formally notified of the outcome.

1.6 The Affiliate hereby authorises Ronin Affiliates to conduct independent verification with third-party sources at any point during the term of this Agreement.

1.7 This Agreement is entered into between the Affiliate and Ronin Affiliates Limited, the operator of the affiliate platform.

2. Acceptance and Licence to be an Affiliate

2.1 Upon approval, the Affiliate account shall be activated and a non-exclusive, non-transferable licence shall be granted for participation in the Program.

2.2 All licence rights are conditional upon full compliance with the Agreement.

2.3 Each Affiliate is permitted to operate only one account within the Program. However, in cases where an Affiliate operates as part of a broader affiliate network, Ronin Affiliates may, at its sole discretion, allow the creation of multiple sub-accounts under a single master account. This structure must be pre-approved by Ronin Affiliates, and the master account holder shall be responsible for ensuring that all associated sub-accounts comply fully with the terms of this Agreement.

2.4 All referred users shall be considered customers of the Merchant with whom they register. Ronin Affiliates does not assume liability for any customer-facing issues.

3. Prohibited Domain Names

3.1 The registration or attempted registration of domain names which are considered prohibited is strictly forbidden.

3.2 Should such registration occur, Ronin Affiliates and/or the affected Merchant reserve the right to terminate this Agreement and to demand transfer of the infringing domain. The Affiliate waives any objection to such transfer.

4. Marketing Material

4.1 Upon activation of the Affiliate’s account, the Affiliate shall be granted access to the relevant marketing materials via the Ronin Affiliates platform, including but not limited to the website, newsletters, and support from assigned account managers.

4.2 Without limiting the Affiliate’s general obligations under this Agreement, the Affiliate agrees to:

4.2.1 Acquire and deploy the authorised marketing assets as necessary to promote the Merchant Brands in line with their responsibilities under this Agreement;

4.2.2 Use the marketing materials exclusively to promote the Merchants and solely within the scope of the Ronin Affiliates Program, and for no other commercial or personal purposes;

4.2.3 Ensure that the materials provided are not reproduced, modified, or manipulated in any manner and that their use adheres strictly to the specifications and instructions issued by the relevant Merchant.

4.3 The determination of whether the Affiliate is meeting the obligations under this clause shall rest solely with the Merchant. The Merchant’s decision in this matter shall be final and binding. If found to be in breach, the Affiliate shall promptly take any corrective measures as directed by the Merchant or its authorised representative. Failure to do so may result in the immediate termination of this Agreement by Ronin Affiliates.

4.4 The Affiliate may develop custom marketing materials for the exclusive purpose of directing traffic to the Merchant Websites, subject to the following conditions:

4.4.1 The Affiliate must strictly comply with the branding guidelines and instructions provided by Ronin Affiliates and shall not use or publish such materials without first obtaining prior written approval;

4.4.2 Upon written request, the Affiliate shall provide Ronin Affiliates with all information and relevant documentation relating to the Affiliate’s use of marketing content, including samples or screenshots of such materials where they include any of Ronin Affiliates’ or the Merchants’ intellectual property;

4.4.3 Once marketing content has been approved, any proposed modifications must also be submitted for review and must not be used until written consent is provided by Ronin Affiliates;

4.4.4 Any bidding by the Affiliate on internet search engine keywords that include, without limitation, the names of the Merchants, their brands, websites, trademarks, or closely related or confusingly similar terms, shall constitute a breach of this Agreement and may be deemed bad faith conduct. In such cases, Ronin Affiliates reserves the right to terminate the Agreement with immediate effect and to exercise any additional remedies available under this Agreement

5. Intellectual Property Rights

5.1 All intellectual property rights in the Program, Merchant brands, and underlying software shall remain with Ronin Affiliates or its licensors.

5.2 The Affiliate shall not dispute or impair such rights, nor attempt reverse engineering or any modification of Ronin Affiliates’ technology.

5.3 All marketing, software, and brand material provided remains the property of its original owner and must be treated accordingly.

5.4 The Affiliate must notify Ronin Affiliates immediately of any suspected infringement or unauthorised use.

5.5 Ronin Affiliates maintains exclusive control over any legal action relating to such intellectual property matters.

5.6 If the Affiliate becomes aware of any unauthorised use or infringement of any intellectual property belonging to Ronin Affiliates or its Merchants, or any allegation that such intellectual property may infringe third-party rights, the Affiliate shall immediately inform Ronin Affiliates in writing and shall not engage with or comment to any third party on the matter.

5.7 All enforcement and defence of intellectual property rights, including legal actions, negotiations or settlements, shall be the sole responsibility of Ronin Affiliates or the Merchant, as applicable. The Affiliate shall not take any such action independently.

5.8 The Affiliate shall cooperate fully with Ronin Affiliates in any investigation or enforcement effort relating to the intellectual property, including providing access to relevant materials and information.

5.9 Affiliates shall take reasonable steps to ensure that their personnel, contractors and partners are aware of and comply with the restrictions on the use of Ronin Affiliates’ or Merchants’ intellectual property.

6. Customer Registration and Tracking

6.1 Ronin Affiliates shall track Customer activity using the unique Affiliate ID provided upon registration. It is the sole responsibility of the Affiliate to ensure proper tagging of all referred Customers. No commission shall be paid for Customers not accurately tagged or whose identity cannot be conclusively linked to the Affiliate ID.

6.2 The relevant Merchant retains the right to reject or suspend Customers, and the Affiliate shall not hold Ronin Affiliates liable for any losses incurred as a result of such actions. The Affiliate acknowledges that Merchants operate independently and may impose their own terms and acceptance criteria.

6.3 The Affiliate will be granted secure online access to reports detailing Customer activity, conversions, and commission data. Ronin Affiliates reserves the right to modify the format, content, and frequency of these reports without prior notice. Access shall be granted using the Affiliate’s credentials and must be protected at all times.

6.4 The data provided within such reports, including any figures, metrics, or statistics, shall constitute the definitive basis for calculating commissions owed. The Affiliate accepts these records as accurate and final for all purposes under this Agreement.

7. Commission Structure and Payment Terms

7.1 Affiliates shall be entitled to receive commissions only for Customers who successfully register with a Merchant, make a qualifying deposit, and engage in real-money wagering activity.

7.2 Ronin Affiliates shall only process commission payments after receiving corresponding payments from the applicable Merchants. Should a Merchant default, delay or withhold payment, Ronin Affiliates shall not be obligated to advance or disburse commissions from its own funds.

7.3 Commissions shall only be payable to Affiliates once verification of ownership of payment details has been successfully completed. Incomplete or unverified accounts shall have payments withheld until satisfactory documentation is provided.

7.4 No commission shall be earned on any Customer Account which belongs to the Affiliate, their employees, direct relatives, shareholders or agents, or where there is an existing familial or business relationship.

7.5 The same prohibition applies to Second-tier Affiliates where a conflict of interest exists.

7.6 Any self-signups or circumvention of the above restrictions may result in immediate termination and forfeiture of all outstanding commissions.

7.7 Any costs or losses incurred by Ronin Affiliates due to fraudulent, unethical, or bad faith activity by the Affiliate shall be deducted from commissions. Ronin Affiliates reserves the right to recover such amounts in full.

7.8 Ronin Affiliates may withhold or adjust commissions at its discretion in cases where there is a breach of this Agreement, abuse of the Program, or attempts to unfairly manipulate commission earnings.

7.9 Commissions will be calculated monthly and paid no later than the tenth (10th) working day of the following month, subject to successful verification and settlement by the relevant Merchants.

7.10 Payments shall be made via the Affiliate’s selected method at the prevailing exchange rate in one of the supported currencies, which include EUR, USD, Crypto and others offered by Ronin Affiliates.

7.11 No updates to payment details may be made within five (5) working days of a scheduled payment. The Affiliate is responsible for ensuring the accuracy of submitted payment information.

7.12 A minimum payment threshold of €500 (or equivalent) applies for bank wire transfers. Amounts below this threshold will be carried forward until the minimum is met. For web-wallet methods, the threshold is €100. Affiliates requesting early wire payments under the threshold accept all associated fees.

7.13 Referral fees are calculated solely based on Ronin Affiliates’ tracking and data systems. Affiliates must accumulate a minimum of €100 in commission before any payment is released.

7.14 In cases where the Net Revenue is negative due to Customer winnings, promotional bonuses, or other deductions, the balance shall be reset to zero. Negative balances caused by fraud may carry forward into subsequent months.

7.15 High-Roller Policy: Where a Customer incurs a monthly loss exceeding €10,000, that Customer shall be classified as a “High-Roller”. If the total Net Revenue generated by such High-Roller results in a monthly negative balance of €2,000 or more for the Affiliate, the following shall apply:

(a) The loss shall be carried forward to offset future revenue generated by that Customer only;

(b) This negative carryforward cannot be offset against other Customers’ revenue;

(d) Additional losses will only accumulate if the Customer qualifies again as a High-Roller in future months.

7.16 Commission Tiers:

First three (3)months: 50% revenue share as a Welcome Package

Thereafter, standard rates based on monthly new Customer referrals:

0–15: 30 %

16–40: 40%

41+: 50%

VIP Level
55%

7.17 Dormancy Policy

7.17.1 The Company reserves the right to take corrective action, including, without limitation, reducing the Affiliate’s Commission, amending the applicable Reward Plan, or closing the Affiliate Account and withholding or confiscating any unpaid funds accrued under the Affiliate Account, subject to applicable law, in any of the following circumstances:

(a) The Affiliate substantially reduces or ceases its promotional efforts in active markets, except where such promotional activity is restricted by applicable law or regulation;

(b) The existing Reward Plan results in a financial loss to the Company;

(c) The Affiliate fails to generate a minimum of six (6) New Depositing Customers within any continuous three (3) month period, except where regulatory changes or restrictions in a given market prohibit the Operator from offering its services in that market (e.g., due to licence suspension or market closure);

(d) The occurrence of any material legal or regulatory changes that materially affect the Affiliate’s ability to promote, or the Company’s ability to operate, in a specific market.

7.17.2 For the purposes of Clause 7.17.1, if multiple Affiliate Accounts are registered under the same legal entity, or are otherwise reasonably determined by the Company to be linked to the same company within the Affiliate Program, the Company shall be entitled to aggregate the performance of such accounts. Any assessment of dormancy and any resulting corrective action under this clause shall apply collectively to all such linked accounts.

7.18 CPA Plan:

Affiliates opting for CPA will receive a one-time fee for each New Customer who registers, deposits, and meets minimum wagering criteria

No further commission shall be due for such Customers thereafter

Chargebacks or disqualified Customers may result in clawbacks or adjustments against future earnings

No CPA will be paid for incentivised, brand-bid, or duplicate traffic

7.19 It is expressly agreed that such CPA commission constitutes the sole and full compensation due to the Affiliate in respect of the referred Customer, regardless of the Customer’s future activity across any brands or websites within the Ronin Affiliates network.

7.20 Where a Chargeback is received in relation to a referred Customer or where any form of refund or credit is applied, such Customer shall be deemed invalid for CPA purposes, and no payment shall be made or remain due in relation to that Customer.

7.21 Any CPA payment previously made in relation to a Customer who is subsequently excluded under Clause 7.20 shall be deducted from any future commissions or other payments due to the Affiliate. Ronin Affiliates reserves the right to recover such amounts in full.

7.22 Ronin Affiliates maintains a strict policy against incentivised traffic. This includes, but is not limited to, any offer or scheme whereby a Customer is promised a portion of the CPA fee, any form of cashback, direct or indirect bonus, or other inducements to register. Prohibited practices also include systems advising Customers on how to manipulate or “beat” the games or wagering systems.

7.23 Ronin Affiliates shall not pay CPA commissions for any Customer acquired through brand bidding tactics, which includes bidding on keywords, search terms, or other identifiers that infringe or imitate Merchant trademarks or domains, as outlined under Clause 4.4.4.

7.24 No CPA commission will be paid in respect of duplicate Customers, defined as individuals who were already registered with any Merchant represented by Ronin Affiliates prior to the Affiliate’s referral. The determination of whether a Customer is duplicate shall be made by Ronin Affiliates at its sole discretion based on database analysis and tracking data.

8. Affiliate Warranties

8.1 The Affiliate, by submitting an application and entering into this Agreement, warrants, undertakes, and represents as follows:

8.1.1 That all information submitted to Ronin Affiliates during the application process and thereafter is accurate, truthful, and not misleading in any material respect;

8.1.2 That if the Affiliate is a juristic person, the individual executing this Agreement has full legal authority to do so on behalf of the entity, and that all necessary corporate approvals have been obtained;

8.1.3 That the execution and performance of this Agreement does not violate or conflict with any contractual, legal or regulatory obligations binding upon the Affiliate;

8.1.4 That the Affiliate shall perform its obligations under this Agreement in full compliance with all applicable laws, statutes, and regulations, including but not limited to those related to marketing, data privacy, and online gaming;

8.1.5 That the Affiliate shall refrain from promoting any offers, content, or incentives that have not been expressly made available through the official Ronin Affiliates platform;

8.1.6 That the Affiliate possesses the necessary expertise, resources, and capacity to meet its responsibilities in a professional and effective manner;

8.1.7 That the Affiliate acknowledges the potential reputational and regulatory risks associated with improper marketing, and agrees to act at all times in a manner that protects the goodwill and brand integrity of Ronin Affiliates and its Merchants;

8.1.8 That the Affiliate shall not, under any circumstances, infringe upon the intellectual property rights of Ronin Affiliates, its Merchants, or any third party. This includes, without limitation, refraining from brand bidding, domain squatting, content duplication, or unauthorised usage of logos, marks or trade dress;

8.1.9 That the Affiliate has reviewed applicable legal frameworks and independently determined that their participation in the Program and performance of duties does not breach any relevant laws in the jurisdictions in which they operate;

8.1.10 That the Affiliate will not knowingly, or negligently, derive benefit from traffic that is fraudulent, generated through misleading means, or associated with activities such as unsolicited messages (spam), cookie stuffing, or the use of bots or automated tools.

8.1.11 That the Affiliate will not utilise, advertise, or link to any Unsuitable Site, as defined in the Agreement, nor engage in marketing practices that would be considered to bring Ronin Affiliates or its Merchants into disrepute.

8.1.11.2 That all advertising and marketing initiatives shall be conducted in accordance with the European Gaming and Betting Association (EGBA) Code of Conduct or any similar applicable regulatory or industry standard.

8.1.12 That the Affiliate shall not promote, directly or indirectly, to residents of any country or territory designated as a Restricted Territory under this Agreement. The Affiliate must implement all available technical solutions to ensure such targeting does not occur.

8.1.13 The Affiliate expressly agrees: (a) Not to promote or market Merchant websites or brands to individuals located in the Netherlands, and not to use Dutch language, imagery or cultural references (e.g., national icons, .nl domains, or Dutch-flag colours) in their promotions; (b) Not to use any website, domain, or channel for promotion which also contains or promotes a third-party operator that has been subject to fines or sanctions by the Kansspelautoriteit or similar regulatory bodies.

Without prejudice to Clause 18.2, the Affiliate agrees to indemnify and hold harmless Ronin Affiliates, its Merchants, directors, officers, agents and employees, from and against any fines, penalties, damages, or losses (including reasonable legal fees) arising from any breach of this Clause 8.1.13. The Affiliate further undertakes to provide full cooperation and disclosure if required to assist in legal defence, regulatory inquiry or enforcement action.

9. Non-Exclusivity

9.1 The Affiliate acknowledges that this Agreement does not confer any form of exclusivity upon the Affiliate, nor does it create any obligation on the part of Ronin Affiliates to engage the Affiliate as a sole or exclusive partner in any territory, channel, or promotional initiative.

9.2 The Affiliate shall not be entitled to any compensation or claim in respect of Customers or business generated by other affiliates, partners, or internal Ronin Affiliates efforts. This includes any marketing activities performed independently by Ronin Affiliates or on behalf of its Merchants.

10. Good Faith

10.1 The Affiliate agrees to promote the Merchant Websites with integrity, professionalism, and in a manner that aligns with accepted industry practices and ethical standards.

10.2 The Affiliate recognises that improper or misleading promotional conduct has the potential to cause reputational and regulatory harm to Ronin Affiliates and its Merchants. Accordingly, the Affiliate agrees to avoid any conduct that may adversely affect the goodwill or reputation of the Program or its associated brands.

10.3 Ronin Affiliates strictly prohibits Affiliates from conducting marketing activities that involve, contain, or promote: (a) unauthorised use of intellectual property belonging to third parties; (b) unlawful, threatening, defamatory, obscene, scandalous, or offensive content; (c) materials or actions that may expose Ronin Affiliates or its Merchants to legal liability or reputational damage; or (d) content which, in the sole judgment of Ronin Affiliates, is deemed to be harmful, distasteful, or otherwise prejudicial to the interests of the Program.

10.4 The Affiliate shall ensure that all marketing and promotional activities: (a) do not mislead or deceive the public; (b) do not infringe upon third-party rights, including rights of publicity, privacy, or intellectual property; (c) are conducted on channels, websites or materials that are professional, appropriate and lawful in nature.

10.5 Ronin Affiliates reserves the right, at its sole discretion, to instruct the Affiliate to immediately remove, amend, or suspend any promotional activity or material. The Affiliate agrees to fully cooperate with any such request and to take corrective action promptly.

10.6 Upon request by Ronin Affiliates, the Affiliate shall provide all necessary records, materials, and access to demonstrate compliance with this Agreement and applicable law, including for legal or regulatory audit purposes.

10.7 The Affiliate may not offer or advertise any form of incentive, whether financial or otherwise, to induce a potential Customer to register, deposit or wager unless expressly authorised in writing by Ronin Affiliates. Standard offers made available by the Program are excluded from this restriction.

10.8 The Affiliate shall not knowingly benefit, directly or indirectly, from traffic generated in bad faith, including but not limited to:

Use of stolen credentials;
Bonus abuse;
Collusion between players;
Traffic sourced through automated means (bots);
Other forms of fraudulent or non-compliant activity.

10.9 In the event that Ronin Affiliates determines, acting reasonably, that an Affiliate is engaging in conduct not consistent with good faith, it may terminate the Agreement with immediate effect and withhold any commissions due.

10.10 Any involvement by the Affiliate in fraudulent activity, whether direct or indirect, shall be deemed a material breach of this Agreement and may result in immediate termination and forfeiture of accrued earnings, without prejudice to any other legal remedies.

10.11 The Affiliate must not distribute or disseminate unsolicited electronic communications (Spam), including mass emails, SMS, social media messaging or other forms of bulk messaging. Any use of Spam shall place the Affiliate under immediate review and may result in suspension or termination of the account.

10.12 The Affiliate shall not initiate any email, SMS or direct marketing communication that references any Merchant or the Program unless prior written approval has been received from Ronin Affiliates. As part of the approval process, the Affiliate must provide:

(a) A complete recipient list for review to ensure that no individuals with self-exclusion arrangements are targeted;

(b) Confirmation that the communication contains a functional opt-out mechanism;

10.13 If any costs, fines, or liabilities arise from any act of Spam or other prohibited communication carried out by the Affiliate or its agents, such costs shall be deducted from the Affiliate’s earnings. Ronin Affiliates reserves the right to pursue reimbursement through alternative legal means if needed.

10.14 To report violations or obtain clarification on the Program’s Spam policy, Affiliates may contact: [email protected]

11. Legal Compliance

11.1 The Affiliate undertakes to fully comply with all applicable laws, regulations, and self-regulatory codes relevant to online marketing, data privacy, advertising, and the promotion of online gambling services, including but not limited to: (a) The UK Code of Non-broadcast Advertising and Direct & Promotional Marketing (CAP Code); (b) The Industry Group for Responsible Gambling (IGRG) Code for Socially Responsible Advertising; and (c) Any equivalent legislation or codes applicable in jurisdictions where the Affiliate operates.

11.2 The Affiliate agrees to comply with all relevant laws and regulations governing the use of cookies, and the collection, storage, processing, and transfer of personal data. This includes, without limitation:

The EU General Data Protection Regulation (GDPR);
The ePrivacy Directive (2002/58/EC);
Applicable national data protection legislation in the European Economic Area (EEA) and other relevant regions.

11.3 The Affiliate warrants that any electronic communications it initiates or causes to be initiated shall comply with applicable laws governing unsolicited communications, including:

The Privacy and Electronic Communications Regulations (PECR);
The GDPR;
Any other applicable national or regional data protection law.

11.4 It is the Affiliate’s sole responsibility to ensure that their operations and promotional practices comply with the laws and regulatory frameworks of all jurisdictions in which they operate or target consumers.

11.5 The Affiliate shall take all reasonable steps to remain informed and up to date with all legal and regulatory developments that may impact its obligations under this Agreement, including laws relating to gambling, anti-money laundering, anti-corruption, consumer protection, and advertising.

11.6 The Affiliate shall fully cooperate with Ronin Affiliates in providing any information reasonably required for regulatory compliance, including disclosure of marketing practices, customer targeting data, and campaign performance details.

11.6.1 The Affiliate agrees that it shall not: (a) Engage in any activity that may adversely affect the ability of Ronin Affiliates or its Merchants to obtain, maintain, or renew a gaming licence or any other regulatory authorisation; (b) Engage in conduct that may bring Ronin Affiliates, its Merchants, or associated stakeholders into disrepute or damage their commercial or regulatory standing.

11.7 The Affiliate agrees to participate in any training provided by Ronin Affiliates relating to regulatory matters, including responsible gambling, anti-money laundering, anti-bribery, and promotional compliance training. Such training may be required on a recurring or ad hoc basis.

11.8 The Affiliate shall not knowingly derive any benefit from traffic or activity that is not generated in good faith or that is obtained through unlawful or deceptive practices, regardless of whether such activity causes measurable harm.

11.9 The Affiliate shall not directly or indirectly participate in or benefit from any illegal activity or fraudulent conduct in the course of carrying out their obligations under this Agreement.

11.10 The Affiliate agrees to maintain accurate records of all marketing activity conducted in connection with the Program, including a full log of customer communications, promotions, hospitality events, and outreach activities. These records shall be retained for a minimum of two years following the termination of this Agreement and made available to Ronin Affiliates upon reasonable request.

11.11 If the Affiliate participates in the Program as a marketing network or sub-affiliate network, the Affiliate warrants that the terms and conditions binding its sub-affiliates shall be no less restrictive than those set forth in this Agreement. The Affiliate shall be liable for any breach of this Agreement by any sub-affiliate introduced through its network.

11.12 Ronin Affiliates reserves the right to audit the Affiliate’s compliance with the above provisions and to require written documentation or certification at any time. A failure to provide such evidence upon request shall constitute a material breach of this Agreement.

12. Anti-Money Laundering and Sanctions

12.1 The Affiliate represents, warrants, and undertakes that it shall comply in full with all applicable anti-money laundering (AML), counter-terrorist financing (CTF), and financial sanctions laws and regulations, including but not limited to: (a) The UK Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017; (b) The US Bank Secrecy Act and applicable FinCEN guidance; (c) The EU’s 4th, 5th and 6th Anti-Money Laundering Directives; (d) All equivalent AML/CTF requirements applicable in the Affiliate’s jurisdiction.

12.2 The Affiliate affirms that it is not, and shall not become, a person or entity identified on any sanctions list issued by the United Nations, the European Union, the United Kingdom (including HM Treasury), the United States (including OFAC), or any other applicable jurisdiction.

12.3 The Affiliate shall not directly or indirectly solicit, accept, or process payments from any individual or entity that is: (a) Listed on any sanctions registry; (b) A politically exposed person (PEP) or associated with a PEP, unless enhanced due diligence measures are taken in full compliance with applicable laws; (c) Based in, operating from, or connected to any territory subject to broad international financial sanctions or embargoes.

12.4 Ronin Affiliates reserves the right to immediately suspend or terminate the Affiliate’s participation in the Program if, in its reasonable opinion, any activity raises AML/CTF or sanctions concerns. Any commissions payable at the time may be frozen pending investigation.

12.5 The Affiliate agrees to provide any documentation, declarations, or supporting evidence reasonably requested by Ronin Affiliates to verify compliance with applicable AML/CTF or sanctions requirements.

12.6 Failure to comply with this section shall constitute a material breach of this Agreement and may result in immediate termination and referral to relevant authorities without notice.

12.7 The Affiliate shall maintain records of all financial transactions, communications, and account information for a period of not less than five (5) years following termination of the Agreement, and shall provide access to such records upon written request from Ronin Affiliates or any regulatory authority.

12.8 Where the Affiliate acts as a sub-affiliate network or introduces third-party partners into the Program, the Affiliate shall be fully liable for ensuring that all such third parties also comply with the requirements of this section.

13. Confidentiality

13.1 The Affiliate agrees to treat as strictly confidential and not disclose to any third party, without the prior written consent of Ronin Affiliates, any information that is designated as confidential or which, by its nature, ought reasonably to be considered confidential. This includes, but is not limited to: (a) Business strategies, pricing, commercial terms, customer lists, marketing methods, or operational systems; (b) Any information regarding Ronin Affiliates, its Merchants, or their clients that is not publicly available; (c) Technical data, software architecture, or code used in the Affiliate Program or Merchant platforms.

13.2 This confidentiality obligation shall not apply to information that: (a) Is or becomes publicly available other than through a breach of this Agreement; (b) Was known to the Affiliate prior to disclosure by Ronin Affiliates and was not obtained under any obligation of confidentiality; (c) Is lawfully received from a third party without breach of any duty of confidentiality; (d) Is required to be disclosed by law, regulation, court order, or governmental authority, provided that the Affiliate shall provide prompt notice to Ronin Affiliates (where legally permissible) and shall cooperate to limit the scope of such disclosure.

13.3 The Affiliate agrees to use all confidential information exclusively for the purposes of performing obligations under this Agreement, and to protect such information using security measures consistent with industry best practices.

13.4 Upon termination of this Agreement for any reason, the Affiliate shall return or destroy, at the election of Ronin Affiliates, all confidential materials received and shall certify in writing that no copies have been retained.

13.5 This clause shall survive the termination of this Agreement for a period of five (5) years.

14. Term and Termination

14.1 This Agreement shall commence on the date of acceptance by Ronin Affiliates and shall continue until terminated in accordance with its terms.

14.2 Either Party may terminate this Agreement at any time by providing thirty (30) days’ written notice to the other Party, for any reason or no reason.

14.3 Ronin Affiliates shall be entitled to terminate this Agreement immediately upon written notice if the Affiliate: (a) Breaches any material term of this Agreement; (b) Engages in conduct that is fraudulent, unethical, or likely to cause reputational harm; (c) Violates any applicable law or regulation, particularly those related to advertising, data protection, or gambling; (d) Fails to respond to reasonable compliance or verification requests; (e) Becomes insolvent or is subject to bankruptcy or equivalent proceedings.

14.4 Upon termination: (a) The Affiliate shall immediately cease all promotional activities related to the Program and remove any marketing materials provided by Ronin Affiliates; (b) All rights granted to the Affiliate under this Agreement shall cease; (c) Any unpaid commission earned prior to the date of termination shall be subject to audit and may be withheld or forfeited if any breach is discovered.

14.5 Ronin Affiliates reserves the right to withhold payment of final commissions for up to ninety (90) days following termination in order to ensure compliance with the Agreement and to complete any necessary investigations.

14.6 If termination arises from Affiliate misconduct, Ronin Affiliates reserves the right to seek full reimbursement of any commissions paid in breach of the Agreement, and to pursue damages where applicable.

14.7 In the event that an Affiliate is terminated due to breach or misconduct, Ronin Affiliates may immediately block access to the Affiliate Account and marketing materials and deactivate all tracking URLs. Any Customers previously referred shall be reassigned at the sole discretion of Ronin Affiliates.

14.8 For the avoidance of doubt, upon termination of this Agreement, the Affiliate shall not be entitled to any compensation, damages or reimbursement of any nature, except for undisputed commissions that were validly earned in accordance with this Agreement prior to termination, subject always to the terms set out herein.

15. Customer Data

15.1 All data relating to Customers referred by the Affiliate shall remain the exclusive property of the Merchant.

15.2 The Affiliate shall have no claim, right, or interest in any Customer data, including but not limited to personal information, contact details, financial activity, or wagering behaviour, unless otherwise required by law or regulation.

15.3 The Affiliate shall not attempt to access, collect, store, or use Customer data in any manner beyond what is expressly permitted by this Agreement.

15.4 The Affiliate shall not market or promote directly to any Customer referred to the Merchant via the Program unless explicitly authorised to do so by Ronin Affiliates.

15.5 Any violation of this clause shall be considered a material breach and may result in immediate termination of this Agreement without notice.

16. Sale of Affiliate Business

16.1 The Affiliate shall not assign, transfer, novate, encumber, or otherwise dispose of any of its rights or obligations under this Agreement without the prior written consent of Ronin Affiliates.

16.2 If the Affiliate wishes to sell or transfer any interest in its business (including, without limitation, the Affiliate account, domains, traffic sources, or any rights under this Agreement), it must: (a) Submit a written request to Ronin Affiliates no less than thirty (30) days prior to the proposed transfer; (b) Provide full details of the proposed purchaser or transferee; (c) Permit Ronin Affiliates to conduct due diligence on the prospective new owner; (d) Obtain Ronin Affiliates’ written approval prior to any completion of transfer.

16.3 Ronin Affiliates reserves the absolute right to reject any proposed sale or transfer, for any reason or no reason, including but not limited to risk, regulatory, reputational, or strategic considerations.

16.4 If Ronin Affiliates approves the proposed transfer, the new owner must agree to be bound by this Agreement in writing and execute any documentation as required by Ronin Affiliates to effectuate the transfer.

16.5 Any attempt by the Affiliate to assign or transfer its rights or obligations without Ronin Affiliates’ prior written consent shall be void and shall constitute a material breach of this Agreement.

17. Death of Affiliate

17.1 In the event of the death of an individual Affiliate, the estate of the deceased shall notify Ronin Affiliates within a reasonable time and provide all necessary legal documentation to prove entitlement to any outstanding commissions.

17.2 Upon satisfactory verification, Ronin Affiliates shall: 17.2.1 Pay any commission legitimately accrued by the Affiliate up to the date of death; 17.2.2 Continue to pay commission to the estate for a period not exceeding twelve (12) calendar months from the date of death, provided that Customers referred by the deceased Affiliate remain active; 17.2.3 After the twelve-month period, all commission rights shall cease and no further payments shall be made, regardless of ongoing Customer activity.

18. Relationship of the Parties

18.1 Nothing in this Agreement shall be deemed to create any relationship of partnership, joint venture, agency, franchise, employment, or other similar relationship between Ronin Affiliates and the Affiliate.

18.2 The Affiliate shall operate as an independent contractor and shall have no authority to make or accept any offers or representations on behalf of Ronin Affiliates or its Merchants.

18.3 The Affiliate shall not make any statement or representation that would imply any such relationship.

18.4 The Affiliate shall be solely responsible for all taxes, fees, levies, or other obligations that may arise from its earnings under this Agreement.

19. Limitation of Liability and Indemnification

19.1 Ronin Affiliates shall not be liable to the Affiliate in contract, tort (including negligence), breach of statutory duty, or otherwise for any: (a) Loss of profits, revenue, business, data, or anticipated savings; (b) Indirect, special, incidental, punitive, or consequential losses; (c) Costs arising from delays, errors, or interruptions in the operation of the Program or Merchant sites, or the inability to access tracking or reporting systems.

19.2 Without prejudice to Clause 19.1, the total liability of Ronin Affiliates for any and all claims arising under or in connection with this Agreement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the total commissions paid or payable to the Affiliate under this Agreement during the six (6) months preceding the event giving rise to the liability.

19.3 Nothing in this Agreement shall exclude or limit liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation, or any liability that cannot be excluded or limited by applicable law.

19.4 The Affiliate shall indemnify, defend, and hold harmless Ronin Affiliates, its Merchants, directors, officers, employees, and agents from and against any and all losses, liabilities, damages, claims, costs, expenses (including legal fees), demands, or proceedings arising out of or in connection with: (a) A breach by the Affiliate of this Agreement; (b) Any marketing or promotional content distributed or published by the Affiliate; (c) Any violation of applicable laws or regulations by the Affiliate or its sub-affiliates; (d) The use of the Affiliate’s tracking links, including any unauthorised or improper use by third parties.

19.5 The Affiliate shall provide full cooperation and support to Ronin Affiliates in the defence or settlement of any claim covered under this indemnity.

20. General Provisions

20.1 This Agreement, including any documents expressly incorporated by reference, constitutes the entire agreement between the Parties and supersedes all prior discussions, communications, or understandings.

20.2 No failure or delay by Ronin Affiliates in exercising any right, power, or remedy under this Agreement shall operate as a waiver of such right.

20.3 If any provision of this Agreement is found to be invalid, illegal, or unenforceable by a court or regulator of competent jurisdiction, such provision shall be severed, and the remainder of the Agreement shall remain in full force and effect.

20.4 Ronin Affiliates shall not be liable for any delay or failure to perform its obligations under this Agreement if such delay or failure is due to an event of force majeure, including but not limited to acts of God, war, terrorism, pandemics, government action, strikes, lock-outs, or failure of suppliers or internet service providers.

20.5 Ronin Affiliates may assign or transfer this Agreement to any affiliate or successor entity at its discretion. The Affiliate may not assign or transfer any of its rights or obligations without the prior written consent of Ronin Affiliates.

20.6 Nothing in this Agreement shall create any third-party beneficiary rights.

20.7 Notices under this Agreement must be in writing and sent to the recipient’s registered email address or physical address as communicated in writing.

20.8 Ronin Affiliates reserves the right to amend or update the terms of this Agreement at any time by providing notice to the Affiliate, either by email or via the Affiliate dashboard. Continued participation in the Program following such notice shall constitute deemed acceptance of the updated terms.

20.9 It is the Affiliate’s responsibility to monitor and review the Affiliate Program terms on a regular basis to ensure compliance.

20.10 The Affiliate agrees not to disparage, denigrate or make any negative statement (whether oral or written) about Ronin Affiliates, its Merchants, their directors, officers, employees or associated brands, during the term of this Agreement or after its termination.

20.11 In the event of a discrepancy between translated versions of this Agreement and the English version, the English version shall prevail.

20.12 Any reference in this Agreement to a law or regulation shall be deemed to include any amendment, replacement, re-enactment or consolidation thereof.

21. Definitions

21.1 In this Agreement, unless the context requires otherwise, the following expressions shall have the meanings set out below:

“Affiliate” means a natural or legal person who has applied to participate in the Affiliate Program, has been approved by Ronin Affiliates, and is bound by the terms of this Agreement.

“Affiliate Account” means the unique account created for the Affiliate, used for tracking, reporting, and commission payment purposes within the Program.

“Affiliate Links” means hyperlinks, banners, widgets, or other promotional tools incorporating the Affiliate’s unique tracking identifier, provided by Ronin Affiliates to track Customers.

“Affiliate Program” or “Program” means the marketing and referral arrangement managed by Ronin Affiliates whereby the Affiliate is compensated for directing traffic and Customers to Merchant Websites.

“Affiliate Site” means any website, domain, or platform owned, operated, or controlled by the Affiliate and used to promote Merchant Websites.

“Agreement” means this agreement and all appendices, annexes, guidelines, schedules, amendments, and communications made under its terms.

“Applicable Laws” means all laws, regulations, codes of practice, and rules applicable to the Affiliate and its marketing activities in the jurisdictions in which it operates or targets Customers.

“Chargeback” means any transaction where a Customer or payment provider reverses, disputes, or withdraws a payment previously made to a Merchant.

“Commission” means the compensation due to the Affiliate, as calculated in accordance with the Program structure (including revenue share, CPA, or hybrid models).

“Confidential Information” means all information (written, oral or electronic) disclosed by one Party to the other that is designated as confidential or would reasonably be understood to be confidential in nature.

“CPA” or “Cost Per Acquisition” means a commission model whereby the Affiliate is paid a fixed fee for each Customer who meets the defined qualifying criteria.

“CPA Payment Plan” refers to the agreed one-time compensation structure for Qualified Customers, subject to the fulfilment of predefined criteria.

“Customer” or “Referred Customer” means a person who: (a) Accesses a Merchant Website via an Affiliate Link; (b) Registers a new player account; (c) Makes a qualifying first deposit; (d) Places wagers or bets in accordance with Program terms.

“Data Protection Legislation” means the GDPR (EU Regulation 2016/679), the ePrivacy Directive (2002/58/EC), and any national laws implementing or supplementing these frameworks.

“Fraudulent Activity” includes, but is not limited to, collusion, abuse of bonuses, use of fake accounts or payment methods, chargebacks, identity theft, misuse of Affiliate Links, or any activity aimed at manipulating or inflating commissions.

“Gross Gaming Revenue” or “GGR” means the total value of all bets or wagers placed by a Customer, less winnings returned to the Customer.

“Hybrid Plan” refers to a commission structure which combines CPA and revenue share models.

“Incentivised Traffic” means traffic obtained via bonus promises, cashback offers, financial incentives, or other methods deemed inappropriate or unauthorised by Ronin Affiliates.

“Merchant” means any licensed online casino or gaming operator for whom Ronin Affiliates facilitates affiliate marketing and Customer acquisition.

“Merchant Brands” means all trade names, logos, trademarks, or associated branding of the Merchants promoted under the Program.

“Merchant Website” means any website or platform operated by a Merchant and promoted through the Affiliate Program.

“Net Gaming Revenue” or “Net Revenue” means GGR less deductions, including but not limited to: bonus costs, admin fees, payment provider fees, chargebacks, fraud costs, software provider fees, licensing fees, and taxes.

“Party” or “Parties” refers to Ronin Affiliates and/or the Affiliate, as the context requires.

“Personal Data” means any information relating to an identified or identifiable individual, as defined under applicable Data Protection Legislation.

“Program Guidelines” means the policies, practices, or procedural documents issued by Ronin Affiliates from time to time, which Affiliates are required to comply with.

“Qualified Customer” means a Customer who satisfies all eligibility criteria under the applicable CPA, revenue share, or hybrid structure as defined by Ronin Affiliates.

“Restricted Territories” means jurisdictions from which Ronin Affiliates prohibits or limits affiliate marketing or Customer targeting, whether for legal, commercial, or risk-related reasons.

“Spam” means unsolicited, indiscriminate communications including, but not limited to, bulk email, SMS, pop-ups, or social media messaging that is unlawful, misleading, or unauthorised.

“Sub-Affiliate” means a third party recruited, managed, or referred by the Affiliate to participate in the Program and who is linked to the Affiliate’s account.

“Tracking Link” means a unique URL or identifier issued to the Affiliate, enabling Ronin Affiliates to monitor Customer activity and calculate commissions.

“Unsuitable Site” includes any digital property that contains, features, or links to content that is obscene, harmful, defamatory, offensive, unlawful, violent, sexually explicit, racist, or that breaches intellectual property laws or promotes discriminatory conduct.

“Welcome Package” means any introductory commission or incentive scheme offered to Affiliates upon onboarding, as determined by Ronin Affiliates.

21.2 As of the date of this Agreement, Ronin Affiliates manages and promotes a single Merchant Brand, namely ‘Caspero’. The Affiliate acknowledges that all rights, obligations, and references to Merchant(s) within this Agreement shall be interpreted as applying solely to the Caspero brand, unless and until Ronin Affiliates adds further brands to the Program in accordance with Clause 20.8.

21.3 Ronin Affiliates shall have the right, at its sole discretion, to change, remove, or add Merchant Brands to the Program from time to time. The Affiliate agrees that such additions or changes shall be deemed incorporated into this Agreement by reference without requiring formal amendment.

21.4 Net Revenue shall mean the Gross Win, less Progressive Contributions (progressive games only), less bonuses awarded, less Non-Cash Items, less Fraud, less game provider fees, less any taxation, levy or similar mandatory payments (including gaming taxes and value added taxes) levied or charged on revenue, turnover, deposit or similarly driven by Customer activity or activity volume.

21.5 Any notices, reports, or communication required or permitted to be given under this Agreement shall be deemed properly delivered if sent via: (a) Email to the registered email address provided by the recipient; (b) Postal mail or courier to the principal business address last provided by the recipient; (c) Notification via the Affiliate dashboard or platform notification system.

21.6 The headings and titles used in this Agreement are for convenience only and shall not affect the interpretation of any clause or provision.

21.7 This Agreement may be executed electronically and in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

21.8 No agency, partnership, joint venture, or employment is created as a result of this Agreement, and the Affiliate does not have any authority of any kind to bind Ronin Affiliates in any respect.

21.9 Progressive Contributions shall mean a percentage of revenue generated on any progressive game that is paid over by the Merchant into a progressive pool.

21.10 Prohibited Domain Name shall mean any domain name whatsoever, which is, in the reasonable opinion of Ronin Affiliates or the Merchant, or by the application of reasonable assessment, identical or confusingly similar to Ronin Affiliates’, and/or the Merchant’s and/or the Merchant’s licensors’ trade and/or service marks and which the Affiliate is prohibited from registering, acquiring, or using in any manner or form whatsoever, whether for the purposes of its promotion of the Merchant Websites, associated brands, or for any other reason.

21.11 Second-tier Affiliate shall mean a person or entity that the Affiliate directs in any manner to Ronin Affiliates and who can be linked to the Affiliate’s ID, and who thereafter becomes an Affiliate of Ronin Affiliates.

21.12 Spam means any electronic communication the primary purpose of which is the commercial advertisement or promotion of a product or service, intentionally transmitted to multiple recipients and which is unsolicited and sent indiscriminately to mailing lists, individuals, or newsgroups.

21.13 Sports Player means a person who has successfully signed up a new account via the sports registration system of the Merchant Website.

21.14 Ronin Affiliates shall mean Ronin Affiliates Limited, trading as Ronin Affiliates.

21.15 Ronin Affiliates Software shall mean the software which is owned and/or licensed to Ronin Affiliates and which enables the operation of the Ronin Affiliates Program, including any related Intellectual Property rights.

21.16 Ronin Affiliates Software Licence shall mean a non-transferable, non-sublicensable, and non-exclusive right granted to the Affiliate by Ronin Affiliates to use the Ronin Affiliates Software solely for the purposes and subject to the terms and conditions of this Agreement.

21.17 Term shall refer to the duration of this Agreement, commencing on the activation of the Affiliate’s account (Commencement Date) and continuing until such time as the Affiliate’s account is terminated in accordance with this Agreement (Termination Date).

21.18 Trademarks for purposes of this Agreement shall mean any registered or unregistered trademark rights, applications or registrations, the associated goodwill and reputation, as well as trade dress, get-up, or trading style related to Ronin Affiliates or the Merchant Brands.

21.19 Unsuitable Site includes, without limitation, any website, forum, social media platform, or communications medium that: appeals to or targets minors; promotes or glorifies violence; promotes discrimination; promotes illegal activities; violates intellectual property rights; infringes privacy; contains explicit sexual content; provides links to malware or malicious software; targets Restricted Territories; or is, in the sole discretion of Ronin Affiliates, likely to harm its or its Merchants’ reputations or commercial interests.

21.20 Wager means any act of betting or playing on the Merchant Websites in return for money, legal tender, or its equivalent including credit or tokens.

21.21 Written/Writing shall mean any form of communication in writing, including electronic mail.

21.22 You/Your refers to the natural or legal person who accesses the site www.roninaffiliates.com and applies to become an Affiliate under the terms of this Agreement.