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SBK US Affiliates Standard Terms and Conditions

Smarkets
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SBK US Affiliates Standard Terms and Conditions

 

Introduction

  • 1.1. Smarkets USA Op Co is a company registered on September 4, 2019 under the laws of Delaware; Registration number: 7588116; Registered address: 527 West 7th Street, Los Angeles, 90014. Smarkets USA Op Co is operating under the trade name ‘SBK’. Accordingly, any reference to ‘SBK’, ‘we’, ‘us’ or ‘our',  shall be construed as constituting a reference to Smarkets USA Op Co.

  • 1.2. The contractual relationship between you, an affiliate taking part in the US SBK partner program and Smarkets USA Op Co  is governed by this document (the 'Agreement’), the SBK general terms and conditions available and by the Laws of Delaware.

  • 1.3. The site and other acquisition channels set out in your application to the Affiliate program and on which you will place Affiliate Links and/or promotional material will be referred to as ‘Your Site’.

  • 1.4. Each person is required to accept this agreement when registering as an affiliate with SBK and is bound by them throughout the existence of the relationship. 

  • 1.5. In the case of any dispute between the English language version of the agreement and versions in other languages, the English language version shall prevail. 

  • 1.6. We may modify any of the terms and conditions included in this Affiliate Agreement or replace it at any time and at our sole discretion by posting a change notice or a new agreement on our site. Modifications may include, for example, changes in the scope of available Commissions and Affiliate Program rules. If any modification is unacceptable to you, your only option is to terminate the Affiliate Agreement by serving a notice as per section 9.1 of this agreement. Your continued participation in our Affiliate Program following our posting of a change notice or new agreement on our site will constitute binding acceptance of the modification or of the new agreement.

 

License

  • 2.1. In consideration of your continued promotion of SBK, SBK grants you a non-exclusive, non-transferable, terminable license to use the SBK Links and Promotional Materials on your website. This is subject to the following conditions:

    • 2.1.a. You agree that the SBK Links and Promotional Materials will only be used solely for your internal business purposes.

    • 2.1.b. You agree not to commercialize the SBK Links and Promotional Materials on anything other than on your website without SBK express permission.

    • 2.1.c. You agree not to use the SBK Links and Promotional Materials in a way which is or is likely to prove detrimental to SBK.

  • 2.2. The SBK Links and Promotional Materials include hypertext links, banners  and any other promotional materials provided by SBK to you, that link to getsbk.com/us, the SBK mobile app and any other site controlled by SBK.

Affiliate Obligations

  • 3. You warrant and undertake that:
  • 3.1. you are fully capacitated and authorized to enter into this agreement;
  • 3.2. you have all necessary licenses, permits and consents necessary to enter into this agreement;
  • 3.3. you have provided true and complete information;
  • 3.4. you shall inform us promptly should any of your registration details change, and also provide us with any such other information that we may reasonably request from time to time;
  • 3.5. you are not in the employment of SBK or a Smarkets group company, and neither are you an agent, consultant or contractor of SBK or a Smarkets  group company;
  • 3.6. you shall display the most up-to-date SBK Links and Promotional Materials in the manner agreed between you and SBK. This includes our most recent up-to-date guidelines in relation to the use of the Affiliate Links & Materials, of which we may notify to you from time to time;
  • 3.7. you shall not modify the SBK Links and Promotional Materials without prior consent from SBK;
  • 3.8. you will not place the SBK Links and Promotional Materials on any part of a website aimed at people under 21 years of age;
  • 3.9. you will not place the SBK Links and Promotional Materials on any part of a website which is defamatory, violent, pornographic, unlawful, threatening, obscene, or racially or otherwise discriminatory, or in breach of any third party rights, and you will not link to any such material;
  • 3.10. you will not purchase or register any domain name similar to any domain name used or registered by SBK or any other entity of the Smarkets group;
  • 3.11. you will at all times act in accordance with all applicable laws, enactments, orders, regulations and similar instruments;
  • 3.12. you will ensure the copy and content on your site conforms to the American Gaming Association Responsible Marketing Code for Sports Wagering (https://www.americangaming.org/responsibility/marketingcode/) and standard industry practices;
  • 3.13.  you will not use any types of marketing and advertising that are likely to appeal particularly to those below the legal age for sports wagering, including but not limited to cartoons, comic book images and child and youth oriented language;
  • 3.14.  you will not use anyone who is or appears to be under the age of 25, when marketing and promoting the SBK brand and services;
  • 3.15. You will keep Your Site content compliant with any content and phrasing obligations and/or restrictions imposed on the Company by legal and/or regulatory requirements and/or third-party suppliers. In the event that the Affiliate, for any reason, does not have knowledge of such obligations, the Affiliate must update its site within two (2) Working Days upon receipt of a notification from the Company pursuant to article 4.18 of this Agreement.
  • 3.16. you will not spam. We reserve the right to terminate this agreement immediately if you advertise our services by spamming;
  • 3.17. you will make clear when promoting us by email that any communication you send is made by and on behalf of yourself, and is not made by or on behalf of SBK;
  • 3.18. you will comply with any SBK security guidelines as may be published and circulated from time to time;
  • 3.19. you will not share your SBK login or password with any third party;
  • 3.20. you will not offer directly or indirectly any person or entity any consideration or incentive to follow your Affiliate links or use your Affiliate tracking codes to access SBK. This includes, without limitation, payment of money, or granting any discount or other benefit.
  • 3.21. you will not optimize your SEO & ASO on any of the following words or a combination of those words: 'promo code', 'bonus', 'coupon', and/or any similar terms and/or their variations. This includes using these terms and variations on a website page, in URL names and in article titles, backlinks and meta-descriptions. Example: when searching for 'SBK' on Google, you shouldn't be ranking for an article with 'SBK Colorado Bonus code' in the title.
  • 3.22. you will not register, purchase or bid on any search terms, keywords or other identifiers that contain the word ‘SBK’ or any variations or misspellings thereof for use in any search engine, portal, paid advertising service or other search or referral service or campaign.
  • 3.23. you will not encourage any customers to break any of SBK's terms and conditions, or engage in behavior that breaches the spirit of our promotions;
  • 3.24. you will disclose all sources used for promotion of SBK. All efforts to acquire users must be disclosed in full. This will be done either at the time of enrollment to the program or at the request of SBK. In the case of media buying, lead generation, and/or use of affiliate networks, you must disclose a complete itemized breakdown of all sources used to promote SBK. This includes weekly updates and calls with an Affiliate Manager. Updates will include any new sources, as well as a count of registrations from each source. If you fail to disclose this information, we may (at our absolute discretion) withhold any Referral Fees otherwise payable to you under this Agreement and/or terminate this Agreement.
  • 3.25. you acknowledge and agree that we may monitor Your Site. This includes crawling to ensure the quality and reliability of the Affiliate Links on Your Site  and to monitor whether promotion occurs according to regulations and guidelines. This includes  for example to detect links that are broken or non-functional and links to products or offers  that are unavailable, or similar. You hereby agree that: 

      • 1)  we may take such actions and that you will not try to block or interfere with such monitoring or crawling; 

      •  

      • 2)  we may use technical tools  to overcome any methods used on Your Site to block or interfere with such monitoring or crawling; 

  • 3.26.  you will not promote SBK within any territory which is not an Accepted Territory. You must keep up to date with the list of Accepted Territories as published in this agreement and as otherwise notified to you;

  • 3.27. you are not and have never been engaged in any activity, practice or conduct which would constitute an offense under any applicable bribery legislation, including the Foreign Corrupt Practices Act 1977 & UK Bribery Act 2010;

  • 3.28. you have not been the subject of any investigation, inquiry or enforcement proceedings by any governmental, administrative or regulatory body or any customer regarding any offense or alleged offense under any applicable bribery legislation, including the Foreign Corrupt Practices Act 1977 &  UK Bribery Act 2010, and no such investigation, inquiry or proceedings have been threatened or are pending and there are no circumstances likely to give rise to any such investigation, inquiry or proceedings; 

  • 3.29. you will adhere to the requirements and principles of all applicable bribery legislation, including the Foreign Corrupt Practices Act 1977 &  UK Bribery Act 2010, and inform us of any suspected breaches that may have an impact upon SBK;

  • 3.30. If you send any direct marketing communications to individuals (including but not limited to email, SMS and/or push notifications) which (i) include any of SBK’s Intellectual Property Rights; or (ii) otherwise intend to promote SBK, you must first have permission to send such direct marketing communications from the Affiliate Manager. If such permission is granted by Affiliate Manager you must then ensure you have obtained each and every recipient’s explicit consent to receive marketing communications and that such individuals have not opted out of receiving such communication. You must also make it clear, so that no confusion is caused (in regards to the sender of such communication) to the recipient that all marketing communications are sent from you and are not from SBK. For the avoidance of doubt, should you wish to engage any third parties in connection with the provision of such direct marketing communications, you shall be responsible for ensuring such third parties comply with the requirements of this clause 3.29.

  • 3.31. Selected Affiliates will receive access to SBK’s Odds Feed. Affiliate must only use the Odds Feed in accordance with this Agreement and must not make the Odds Feed available to any third party for profit or for the benefit of the Affiliate or the third party except in accordance with this Agreement.

  • 3.32. Social Media Marketing: In addition to Affiliate’s other obligations under this Agreement, Affiliate must do the below in regards to all posts or marketing activities relating to SBK on or via social media platforms (ie. Twitter, Instagram, Facebook and other channels approved by SBK):

    • identify all posts, advertisements and marketing communications clearly as being advertisements. For example, posts on Twitter which relate to SBK should contain hashtags such as ‘#ad’;

    • ensure that ads and marketing communications relating to SBK or sports betting in general are not directed at persons under the age of 18 or persons known to be problem gamblers. Affiliate must make sure, using all means possible, that ads & communications are not accessible by such persons;

    • comply with the relevant guidelines and terms of use of the social media platforms  (including any terms regarding advertising and marketing of sports betting);

    • ensure that all ads and marketing communications contain a reference to both SBK and Affiliate;

    • not represent itself as SBK or create the impression that the ad or marketing message is published by or on behalf SBK;

    • follow SBK’s directions to include a responsible betting message with all posts, marketing and communications related to SBK;

    • make it clear that any complaint that the recipient may wish to make should be addressed to Affiliate and not SBK.

Payment & earnings

  • 4.1. In consideration of your continued promotion of SBK and display of SBK Links and Promotional Materials, and unless otherwise agreed with SBK, we will pay you Affiliate Commissions. This can be a flat fee, a percentage of Net Revenue generated by your referrals or a combination of such.

  • 4.2. Revenue-share deals

    • 4.2.1 In case of a revenue share deal, the default percentage will be 25% of the Net Revenue generated from Referred Customers in any calendar month, unless otherwise agreed in writing with SBK.

    • 4.2.2. Net Revenue means Gross Revenue generated by your referrals, less:

      • fraudulent or voided transactions

      • adjustments for credit card chargebacks or any other reversal of a payment

      • the cost of promotional offers or other incentives offered to the Customer

      • payment processing costs

      • payments to sporting bodies

      • tax on turnover, State-based taxes and other applicable tax

      • data license fees

    • 4.2.3. Gross Revenue means the value of the revenue generated by all customers referred by the Affiliate. Revenue generated would be equal to all settled bets less monies paid out to Customers as winnings. 

    • 4.2.4. SBK reserves the right to reduce the Affiliates commission or change the Reward Plan if the affiliate does not generate a minimum of 6 New Depositing Customers in a period of 3 months.

    • 4.2.5. Where a Customer does not place a bet for a period of 12 months they will cease to be a Customer for the purposes of the Agreement and Affiliate will not be eligible to receive commission on any subsequent bets placed by the Customer.

    • 4.2.6. Referred Customers are only eligible to earn you Affiliate Commissions within the first 1000 days of their registration date on SBK.

    • 4.2.7. The maximum Referral Fee you may earn from any individual Referred Customer during its lifetime is $5,000.

  • 4.3. Cost per Acquisition (CPA) deal:  A one time flat fee paid per qualified real money player

    • SBK offers selected affiliates a CPA plan. A CPA plan is only available on request and details of the plan are contained in a separate agreement.

      • CPA plans are subject to minimum deposit amounts and wager requirements on SBK as well as other terms and conditions that will be specified in a separate affiliate agreement.

      • CPA commissions will not be paid for any customer who is referred via an unapproved channel, or who is deemed by management as exploiting the rules (set out in SBK’s Terms and Conditions).

  • 4.4. A Referred Customer has to deposit within 30 days of his or her registration date on SBK in order to be eligible to earn you Affiliate Commissions.

  • 4.5. In the case that a revenue share payment amount in any calendar month is a negative amount, SBK will generally reset your balance to $0 at the start of each new month. However, if there’s a negative balance of $5,000 or greater on the Affiliate’s account in a particular month, SBK may, in its sole discretion, choose to carry the negative balance over to the next month. All  decisions in this respect are final and undisputable.

  • 4.6. We will provide weekly reports in order to help you track your referrals and affiliate commissions generated. These reports are for information purposes only. SBK will make its best effort to ensure these statements are accurate and updated daily, but makes no guarantee that this will be the case. We do not accept liability if these reports should prove to be inaccurate or incomplete.

  • 4.7. Affiliate commissions will be paid once per calendar month. Payments will be made by the 14th calendar day following  the month for which the Commission was earned. For other payments which are not linked to a specific calendar month, payments will be made within 30 calendar days from receipt of the invoice.

  • 4.8. You must check the tax situation in your own country. All taxes due in connection with any payments to you are your sole liability. You are responsible for complying with the tax rules in your jurisdiction, and for paying income tax and similar taxes if they are applicable.

  • 4.9. SBK will not pay interest in the case of late payments.

  • 4.10. No affiliate commissions will be payable in relation to any customers who:

    • 4.10.a. were introduced in breach of any term in this agreement;

    • 4.10.b. who chargeback their initial deposit;

    • 4.10.c. if you are an individual, is a member of your immediate family (spouse, partner, parent, child or sibling);

    • 4.10.d. if you are a business, is an employee, affiliate, agent or contractor of your business, or is an immediate family member (spouse, partner, parent, child or sibling) of any such individual;

    • 4.10.e. fails any identity or KYC checks carried out by SBK;

    • 4.10.f. is located in any territory other than an Accepted Territory, excluding the United States;

    • 4.10.g. has their account closed within the first calendar month of account opening.

  • 4.11. In any case where Affiliate Commissions were paid to you where they were not due, you will promptly repay the amount after being notified of this by SBK. If not repaid, we will reserve the right to reduce future payments which might otherwise be due to you from us.

  • 4.12. The minimum payment for earned commission is 100 USD depending upon the currency denomination of your affiliate account. We will accrue and withhold earnings until that minimum is reached. There is no maximum limit.

  • 4.13. If the affiliate chooses to have their commissions paid in a currency other than USD, it will be converted to that currency at the previous month-end rate for the period immediately preceding the date of payment obtained from xe.com. Other currencies are only available upon discretion and approval of the Affiliate Manager.

  • 4.14. You shall provide us with any supporting documents requested by us and you understand that payments may be delayed if supporting documents are not provided.  (e.g. any or all of the following for a corporation: license numbers, W8/W9, bank account details, a copy of the company’s certificate of incorporation; constitutional documentation; information regarding the identity of the beneficial owner of the company and the identity of the directors of the company. In the case of  individuals: valid passport copy; valid driving license copy; a copy of a utility bill; a bank statement)

  • 4.15. If either party disagrees with the balance due, it shall notify the other party within fourteen (14) days and state the reasons for the disagreement. The disputed amount shall then be compared by SBK to reports offered in the Affiliate Account system and the database of SBK. The final amount payable shall be as per the figure reported on the SBK database.

  • 4.16. Any changes to an Affiliate’s Reward Plan will only be applicable to New Customers and not previously referred customers unless otherwise agreed in writing by the company’s Affiliate Manager.

  • 4.17. Any notice given or made to the Company under the terms of this Agreement shall be sent via email to uspartners@getsbk.com and marked for the attention of the Affiliate Account Manager (or as otherwise notified by SBK). SBK  shall send the Affiliate any notices given or made under the terms of this Agreement to the email address in the Affiliates’ account within the Technical Platform unless otherwise agreed. Any notice shall be deemed to have been received within 24 hours of delivery. If the receipt occurs before 9.00 am ET on a Working Day, such notice shall be deemed to have been received on that specific day. If such receipt occurs after 5.00 pm ET on a Working Day, or on any day which is not a Working Day, the notice shall be deemed to have been received at 9.00 am on the following Working Day.

Our obligations

  • 5.1. We will provide you with SBK Links and Promotional Materials with which to promote us.

  • 5.2. We will make every effort to ensure that whenever a customer signs up to SBK through one of your links and subsequently places a bet, they will be identified as originating from your website. However, this will be on a best-effort basis, and we will not be liable if we are unable to identify a user as originating from your website. We will also rely on your cooperation in complying with our instructions regarding the tracking of customers.

Intellectual Property Rights

  • 6.1. SBK owns or licenses all IPR in the SBK Links and Promotional Materials. Any IPR in third party materials belongs to the third party owner of that IPR.

  • 6.2. This agreement does not grant any license or provide any warranty or offers any indemnity in respect to data and IP that is not owned by SBK. Violating any third party IP rights will be grounds for immediate breach of this agreement.

Data Protection and Security

  • 7.1. You will inform us as soon as you become aware of a breach or a potential breach of security relating to SBK Links and Promotional Materials.

  • 7.2. You will use your best endeavors to ensure that any potential breach does not become an actual breach.

  • 7.3. You will use your best endeavors to remedy any actual breach and its consequences.

  • 7.4. At all times, you will comply with all directives, laws and regulations applicable to the use of cookies or the use, processing, storage and transfer of personal data, including but not limited to the Data Protection Act 2018, the General Data Protection Regulation 2016/679 (GDPR), The California Consumer Privacy Act of 2018 (CCPA), The California Privacy Rights Act (CPRA) and the Privacy and Electronic Communications (EC Directive) Regulations 2003 or any related or similar applicable regulation. Failure to do so will be cause for the termination of this Agreement with immediate effect.

  • 7.5. If SBK shares data with you it is at SBK sole discretion. This may be subject to separate terms and conditions and may be declined or stopped at any time. In case you state that you have a data subject’s permission to request their personal data from SBK then SBK may require evidence of this. This can be in the form of relevant terms and conditions or specific consent for the sharing.

Confidentiality

  • 8.1. During the term of this agreement and thereafter, each party shall:

    • 8.1.a. use and reproduce the other party's Confidential Information only for the purposes of this agreement and only to the extent necessary for such purpose;

    • 8.1.b. will restrict disclosure of the other party's Confidential Information to its employees, consultants, or independent contractors with a need to know;

    • 8.1.c. will not disclose the other party's Confidential Information to any third party without the prior written approval of the other party.

  • 8.2. It will not be a breach of this agreement for either party to disclose Confidential Information of the other party if required to do so under law or in a judicial or governmental investigation or proceeding.
  • 8.3. Confidential information includes any information relating to one party that is directly or indirectly disclosed to the other party.
  • 8.4. The confidentiality obligations shall not apply to information that:
    • 8.4.a. is or becomes public knowledge through no action or fault of the other party;

    • 8.4.b. is known to either party without restriction, prior to receipt from the other party under this agreement, from its own independent sources as evidenced by such party's written records, and which was not acquired, directly or indirectly, from the other third party;

    • 8.4.c. either party receives from any third party reasonably known by such receiving party to have a legal right to transmit such information, and not under any obligation to keep such information confidential;

    • 8.4.d. information independently developed by either party's employees or agents provided that either party can show that those same employees or agents had no access to the Confidential information received hereunder.

Termination

  • 9.1. Notwithstanding articles 9.3 to 9.5, This agreement may be terminated by one party giving the other party written notice of an intention to terminate, in which case the agreement will be terminated immediately. Termination may be at will, with or without reason, by either party.
  • 9.2. Either party may notify the other party of their intention to terminate the agreement by email.
  • 9.3 SBK may terminate the agreement:

    • 9.3.a. If the Affiliate sells its business, or any part herein, and/or registers any change of beneficial owner or in case the Purchasing Company’s activities are either in conflict with those of SBK. This includes situations where the Affiliate Site is purchased by companies providing the same or similar services.

    • 9.3.b. If  the legal and/or regulatory situation in the market has changed or is in the process of changing to such an extent that the objectives of the Agreement can no longer be achieved and/or no longer correspond to the market reality;

  • 9.4. SBK reserves the right to terminate the agreement if the Affiliate does not generate a minimum of  6 New Depositing Customers in a period of 6 months.
  • 9.5. Upon termination of this Agreement:
    • 9.5.a. you must remove all of SBK's Links and Promotional materials from your sites;

    • 9.5.b. all rights and licenses given to you in this agreement shall terminate;

    • 9.5.c. the Affiliate will only be entitled to receive the outstanding commission due as of the effective termination date of this Agreement.  After this payment the  Affiliate will no longer be entitled to receive any other commission.

 

Liability

  • 10.1. The SBK Links and Promotional Materials are provided as is and without warranties of any kind, whether express or implied.

  • 10.2. We make no representation that any of our services will be uninterrupted or error free, and will not be liable for the consequences of any such interruptions or errors to the extent permissible by law.

  • 10.3 Affiliates will only earn Affiliate Commissions with respect to activity on SBK occurring directly through Affiliate Links. We will not be liable to you for any failure or incorrect use by you to use Affiliate Links. This includes any failure resulting  in any reduction of amounts that would otherwise be paid to you under this Agreement.

  • 10.4. SBK does not accept any liability for damage to you which arises directly or indirectly from a mistake, misprint or malfunction of software.

  • 10.5. It is your responsibility to declare your own taxes according to your own country's regulations.

  • 10.6. Except where expressly provided in this agreement, we exclude liabilities under this agreement to the maximum extent permitted by law.

  • 10.7. Nothing in this agreement excludes or limits SBK liability for death or personal injury caused by our negligence, for fraud, or for any other liability which cannot be excluded or limited under applicable law.

  • 10.8. Subject to 10.4., the maximum liability of SBK shall not exceed the total Affiliate Commissions paid or payable to you under this agreement.

Force Majeure

  • 11.1. A party is not liable for failure to perform their obligations if that failure is a result of Force Majeure if it takes all reasonable steps available to it to minimize the effects of Force Majeure on the performance of its obligations under this agreement.

  • 11.2. If a party is affected by Force Majeure it shall notify the other party in writing of the matters constituting Force Majeure and shall keep the other party informed of any change in circumstances whilst such Force Majeure continues.

  • 11.3. Force Majeure shall mean either an act of God, fire, flood, or other natural disaster, malicious injury, strikes, lock-outs, or other labor troubles, riots, insurrection, war or other reasons of like nature outside of the control of the affected party.

Waiver

  • 12.1. If we do not enforce your performance of any provision of this agreement, this will not constitute a waiver of our right to subsequently enforce such a provision or any other provision of this agreement.

  • 12.2. Should one or more terms or conditions of this agreement be declared void by a recognised Court of Justice, then the remaining terms and conditions of this agreement will retain their validity.

Indemnity

  • 13. You will indemnify and hold harmless SBK from and against any and all losses, demands, claims, damages, costs, expenses (including, but not limited to, consequential losses and loss of profit, reasonable legal costs and expenses and VAT thereon if applicable) and liabilities suffered or incurred, directly or indirectly, by SBK, in consequence of any breach by you of your obligations under this agreement. This clause will survive the termination of the agreement.

 

Accepted Territories

  • 14. For the purposes of this agreement, Accepted Territories means the following counties:

  • 14.1. Colorado & Indiana

  • 14.2. This list may be updated at any time. It is your responsibility to check for any updates to the terms and conditions of this agreement.

 

SBK Affiliate Agreement. Last updated October 27, 2022

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