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Legal · Version 1.0

Terms & Conditions

Last updated: 16 June 2026 · Registered office: Mercury Digital Limitada, San José, Costa Rica

01Introduction

1.1 This affiliate programme agreement (the “Agreement”) is entered into between Mercury Digital Limitada, a company having its registered office at Ofident Building, Office 3, Costa Rican North American Cultural Center, 200M North and 50M East, San Pedro, Barrio Dent, San José, Costa Rica (the “Company”, “we”, “us” or “our”), and you, the applicant or member of the affiliate programme (the “Affiliate”, “you” or “your”).

1.2 The Agreement comprises: (i) these terms and conditions, including any schedule, policy or guideline referred to in them; and (ii) the terms of any insertion order or negotiated plan agreed between the parties from time to time.

1.3 Please read the Agreement carefully before applying to join or participating in the programme. By ticking the acceptance box, submitting an application form, or otherwise accessing or using the programme, you confirm that you have read, understood and agree to be bound by the Agreement (the “Agreement Acceptance”).

1.4 If you do not accept the Agreement in full, you must not apply to or use the programme. Should you have any questions regarding the programme or the Agreement, you may contact us at partners@carinbet.com.

02Definitions and Interpretation

2.1 In this Agreement, the following expressions shall have the meanings set out below:

  • “Affiliate Account” means the account opened in your name through which you access and participate in the programme.
  • “Affiliate Site” means any website, mobile application, social media channel, or other media that you own, operate or control and through which you market the Promoted Sites, as detailed in your application form or otherwise agreed with us in writing.
  • “Applicable Laws” means all laws, statutes, regulations, directives, codes of practice, licensing conditions, guidelines and orders that apply to a party or to the activities contemplated by this Agreement in any relevant jurisdiction, including without limitation those concerning gambling, advertising, consumer protection, anti-money laundering, data protection and electronic communications.
  • “Application Form” means the registration form made available through the programme website by which a person applies to join the programme.
  • “Commission” means, as applicable, the revenue share, cost-per-acquisition (CPA), hybrid or other payment that you may become entitled to receive under this Agreement, calculated and payable in accordance with Sections 7 and 8.
  • “Confidential Information” means any information disclosed by us to you, whether before or during the term of this Agreement, that is not in the public domain, including commercial terms, tracking data, reporting, business plans and know-how.
  • “Customer” means a person who is not located in a Prohibited Territory, who accesses a Promoted Site through a valid Tracking Link from an Affiliate Site, who is identified by us as having been referred by you, who registers a new real-money account with the relevant Operator, who has not previously held an account with the Operator, whose registration is validated by the Operator, and who satisfies any further criteria set out in this Agreement or an applicable insertion order or negotiated plan.
  • “Deductible Costs” means any third-party costs, fees or charges incurred by the Company, any Group Company or any Operator in connection with a Customer or Promoted Site, including without limitation licensing fees, gaming taxes and duties, jackpot contributions, payment-processing and transaction fees, chargebacks, game and software royalties, identity verification fees, and any amounts attributable to Fraud.
  • “Fraud” means any fraudulent, abusive, deceptive or bad-faith act or omission (whether or not it causes actual loss), as determined by us in our reasonable discretion, including without limitation bonus abuse, collusion, chargebacks, the encouragement of any of the foregoing, the provision of unauthorised incentives or cashback, the use of VPNs, proxies, shared IP pools or other means to disguise location or identity, the artificial inflation of Customers or Commission, the use of bots or automated tools, Spam Traffic, and any breach of Applicable Laws.
  • “GDPR” means Regulation (EU) 2016/679 (General Data Protection Regulation) and any implementing or successor legislation, together with any other applicable data protection laws.
  • “Group Company” means any entity that directly or indirectly controls, is controlled by, or is under common control with the Company.
  • “Guidelines” means any guidelines, policies, instructions or brand requirements that we may issue or make available to you from time to time, whether by email or through the programme website.
  • “High Roller” means any Customer whom we identify, in our reasonable discretion, as having deposits, wagering activity or winnings that are substantial, anomalous or disproportionate, including without limitation any Customer whose net winnings in a calendar month exceed the threshold notified by us from time to time (by default, EUR 10,000), or who accounts for a disproportionate share of the Net Revenue or of the losses attributable to the Customers referred by you.
  • “Insertion Order” or “IO” means a written order signed by authorised representatives of both parties setting out specific commercial terms for a defined period.
  • “Intellectual Property Rights” means all intellectual property rights of any kind, whether registered or unregistered, including patents, copyright, design rights, trade marks, trade names, domain names, database rights, trade secrets and know-how, together with applications for any of the foregoing.
  • “Legal Age” means the higher of (i) eighteen (18) years of age and (ii) the minimum legal age for real-money gambling in the jurisdiction in which the relevant person is located.
  • “Marketing Materials” means the banners, links, text, creatives and other promotional materials (incorporating Tracking Links) that we provide or make available to you for the purpose of promoting the Promoted Sites.
  • “Marks” means the brands, trade marks, logos, trade names and other Intellectual Property Rights relating to the Promoted Sites, the Marketing Materials, the Company, any Group Company or any Operator.
  • “Negotiated Plan” means commercial terms agreed between the parties that differ from the standard terms, recorded through the programme back office, and applicable only for their stated duration.
  • “Net Revenue” means, in respect of a calendar month and a Promoted Site, the aggregate real-money stakes or bets placed by your Customers, less: (i) winnings paid to such Customers; (ii) bonuses and promotional credits; (iii) Deductible Costs; (iv) returned, uncollected, refunded or charged-back amounts; (v) administrative fees; (vi) payment and card-scheme charges; (vii) amounts attributable to Fraud; (viii) returned stakes; (ix) bad debts as determined by us; and (x) any taxes, duties, levies or licensing fees imposed on the Company, any Group Company or any Operator.
  • “No Negative Carryover” has the meaning given in Section 8.10.
  • “Operator” means the operator and/or owner of a Promoted Site.
  • “Prohibited Territory” means any jurisdiction from which a Promoted Site does not accept end users, any jurisdiction in which the marketing of the Promoted Sites would breach Applicable Laws, and any jurisdiction notified to you by us from time to time.
  • “Promoted Site” means any website, application or brand that we make available for promotion through the programme.
  • “Regulator” means any governmental, regulatory, licensing, tax or administrative authority having jurisdiction over the Company, any Group Company or any Operator.
  • “Spam Traffic” means any traffic, registrations, deposits or revenue generated through unlawful means, in bad faith, or in breach of this Agreement or Applicable Laws, including unsolicited communications and false or misleading advertising.
  • “Tracking Link” means the unique tracking URL through which we record traffic and Customers referred by you.

2.2 References to “including”, “in particular” or similar expressions are illustrative and do not limit the words preceding them. Headings are for convenience only. The singular includes the plural and vice versa. A reference to any statute or regulation includes any amendment, consolidation or re-enactment of it.

03Application and Membership

3.1 To join the programme you must complete and submit the Application Form with full, accurate and current information. Incomplete or inaccurate information may delay or result in the rejection of your application.

3.2 Participation is permitted only if you are of Legal Age and, where you are an entity, only if no person below the Legal Age acts on your behalf in connection with the programme.

3.3 Acceptance of any application is at our sole and absolute discretion. We may reject any application without giving reasons and shall have no liability in respect of any rejected application.

3.4 We will notify you by email whether your application has been approved (the “Approval”). You must not market or promote any Promoted Site before Approval, and we shall not be liable to pay any Commission accruing before Approval.

3.5 We may at any time request further information or documentation from you (including identity, address, incorporation, beneficial ownership and good-standing documents, which we may require to be notarised). You must provide such documentation promptly. We may withhold payment and/or suspend or terminate the Agreement until verification is completed to our satisfaction.

3.6 The Affiliate Account is for your sole use. You are fully responsible for all activity under your account and for keeping your credentials confidential. You must notify us immediately of any suspected unauthorised use. We shall have no liability for any activity carried out under your account.

3.7 You must keep all account and payment information current and correct it immediately through the Affiliate Account if it changes.

04Use of the Marketing Materials

4.1 From Approval and for the term of the Agreement, and subject to your compliance with it, we grant you a non-exclusive, revocable, non-transferable, non-sublicensable and non-assignable licence to use the Marketing Materials solely to promote the Promoted Sites on the Affiliate Sites.

4.2 You must use only the most current Marketing Materials and must not alter, modify or amend them (including the Tracking Links) without our prior written consent. We may disable any Tracking Link or Marketing Material that is used in breach of this Agreement.

4.3 You must not provide the Marketing Materials to any third party, and you must not use them in any manner that breaches Applicable Laws or infringes third-party Intellectual Property Rights.

4.4 We may at any time require you to modify, reposition, replace or cease using any Marketing Materials, and you must comply immediately. We may amend our tracking and reporting systems at any time on notice to you.

05Marketing Conduct and Affiliate Sites

5.1 You must comply at all times with this Agreement, the Guidelines and all Applicable Laws, and you must ensure that the Affiliate Sites do likewise.

5.2 You warrant that you are the owner or authorised operator of the Affiliate Sites and that they do not infringe third-party Intellectual Property Rights.

5.3 You must not market or promote any Promoted Site to, or in a manner designed to appeal to, persons below the Legal Age, nor to any person located in a Prohibited Territory. No person located in a Prohibited Territory shall qualify as a Customer.

5.4 The Affiliate Sites must not contain or distribute any malware, spyware, adware, viruses or similar harmful code, nor any content that is unlawful, defamatory, obscene, discriminatory, hateful, harassing or otherwise objectionable, including adult or sexually explicit content, unless expressly agreed with us in writing.

5.5 You must promote the Promoted Sites in a socially responsible manner. You must not, among other things, suggest that gambling is risk-free, guarantees income, enhances social or personal standing, is a solution to financial or personal problems, or is a substitute for employment; nor may you target vulnerable persons or persons below the Legal Age, misrepresent the odds or chances of winning, or otherwise breach responsible-gambling standards or Applicable Laws.

5.6 You are solely responsible for the operation, content, accuracy and legality of the Affiliate Sites. Except for the permitted use of the Marketing Materials, the Affiliate Sites must not copy or resemble the look and feel of any Promoted Site or create any impression of association beyond that of an independent affiliate.

5.7 You must not promote the Promoted Sites through any method not approved by us, and you must not engage in any sent or push marketing (including email, SMS, instant messaging or push notifications) unless expressly agreed in an IO or Negotiated Plan.

06Electronic and Direct Marketing

6.1 Where we agree that you may use sent or direct electronic marketing, you warrant that all such activity complies with this Agreement, the GDPR, the ePrivacy rules and all other Applicable Laws.

6.2 You are solely responsible for your direct-marketing activities. Each communication must: (i) clearly identify itself as a commercial communication sent by you and not by the Company, any Group Company or any Operator; (ii) not be sent to persons below the Legal Age or to self-excluded persons; (iii) contain a valid sender identity and a working opt-out or unsubscribe mechanism; and (iv) contain a link to your privacy policy.

6.3 You must obtain valid, freely given, specific and informed opt-in consent before sending any direct marketing, maintain accurate records of consents and opt-outs, suppress self-excluded recipients, and honour all opt-out requests promptly.

6.4 You must notify us within twenty-four (24) hours of any complaint relating to your direct marketing and, on request, provide us within five (5) days with full information regarding the relevant recipient, the source of their data and proof of their consent. You authorise us to provide such information to any complainant or competent authority. You act as the data controller in respect of such recipients.

07Commission

7.1 From Approval, the standard commission terms published on the programme website (as amended from time to time) shall apply to Customers referred by you in accordance with this Agreement (the “Standard Commission”).

7.2 We may agree a Negotiated Plan or IO with you, which shall apply only for its stated duration and shall suspend the Standard Commission during that period. We shall not be liable to pay Commission on Customers generated before such plan came into force, and on its expiry or termination the Standard Commission shall resume. The terms of an IO or Negotiated Plan do not survive its expiry or termination.

7.3 Where a CPA or hybrid arrangement applies, once the relevant CPA amount has been paid in respect of a Customer we shall have no liability to pay any further Commission in respect of that Customer. Amendments to an IO or Negotiated Plan do not apply retroactively.

7.4 You must not become a Customer, and you shall not be entitled to Commission in respect of yourself, your relatives, or (where you are an entity) your directors, officers, employees or their relatives. Customers are limited to one per household, device or shared IP pool, as determined by us.

7.5 Our measurements, tracking and calculations of Customers and Commission are final, and any review of them shall be at our sole discretion.

08Payment

8.1 Unless otherwise agreed, all amounts are calculated and paid in Euros. We are not liable for currency-conversion or transfer charges. Payment is made to the payment method selected in your Application Form.

8.2 Commission for a calendar month is made available through the programme website in the following month and, subject to your full compliance with this Agreement and to our receipt of a correct invoice where required, is payable after the end of the relevant month. We may settle undisputed invoices within twenty (20) days of receipt.

8.3 If the total amount payable for a month is less than EUR 100, the balance is carried forward until the threshold is reached.

8.4 If we are unable to pay you because of incorrect or incomplete payment details, we shall have no liability for non-payment, and we may deduct a reasonable amount in respect of the resulting administrative burden. If we are unable to pay you for six (6) consecutive months for reasons beyond our control, we may retain the relevant amounts and shall cease to be liable to pay them.

8.5 You are responsible for all taxes, duties and levies payable on amounts paid to you, which are deemed inclusive of such amounts. We may withhold or deduct any amount required by Applicable Laws and account for it to the relevant authority, and any amount so withheld is deemed paid to you.

8.6 Any amount payable to you is conditional upon our actually receiving the corresponding payment from the relevant Operator.

8.7 We may withhold any amount generated in breach of this Agreement and may set off against amounts payable to you any sums you owe us under this or any other agreement, including amounts arising from any breach by you.

8.8 Where a Promoted Site or jurisdiction ceases to form part of the programme, we shall have no liability to pay Commission referable to that Promoted Site or jurisdiction from the relevant cut-off date, and you must immediately cease marketing it.

8.9 We may withhold final payment of Commission for up to ninety (90) days following termination to verify the correct amount.

8.10 We operate a No Negative Carryover policy: where Net Revenue in a calendar month is negative, the revenue-share Commission for that month is set to zero rather than carried forward. However, where a negative balance arises from Fraud or breach of this Agreement, we may carry the negative amount forward and set it off against future Commission until it is cleared.

8.11 High Rollers. Notwithstanding the No Negative Carryover policy in Section 8.10, we may at any time treat any Customer as a High Roller. In respect of any High Roller: (i) we may exclude that Customer’s activity, in whole or in part, from the calculation of Net Revenue and Commission; (ii) where that Customer generates negative Net Revenue, the No Negative Carryover policy shall not apply to that Customer, and the resulting negative balance shall be carried forward and set off against any Commission otherwise payable to you in the relevant and subsequent calendar months until it has been fully recovered; (iii) we may account for that Customer’s net winnings or losses separately and over an extended period as we consider appropriate; and (iv) our determination of whether a Customer is a High Roller, and of the treatment of that Customer’s activity, shall be final. This Section is intended to protect the Company, the Group Companies and the Operators from the disproportionate financial impact of the winnings of an individual Customer, and applies whether or not such winnings result from Fraud.

09Fraud and Traffic Quality

9.1 We may at any time review traffic and Customers for possible Fraud and may suspend your Affiliate Account during any such review, which shall not ordinarily exceed ninety (90) days.

9.2 During a suspension we may withhold all unpaid Commission, no Commission shall accrue, and you must cease all marketing of the Promoted Sites. On completing our review we may retain any Commission relating to Fraud and release any Commission not so related.

9.3 Any incidence of Fraud is a material breach of this Agreement. We may set off any amounts already paid to you that relate to Fraud against future Commission, and we reserve all other rights and remedies.

10Additional Restrictions

10.1 You shall not, and shall not permit or encourage any third party to: (i) alter, redirect or interfere with the operation or accessibility of any Promoted Site; (ii) copy or imitate the look and feel of any Promoted Site; (iii) acquire or claim any rights in Customer data; (iv) register as, or assist any person to register as, a Customer other than through legitimate promotion; (v) cause a Promoted Site to open other than by a Customer clicking a Marketing Material; (vi) intercept or divert traffic intended for a Promoted Site; (vii) breach the terms or policies of any search engine; (viii) market any Promoted Site in a Prohibited Territory or assist any person to circumvent territorial restrictions or disguise their location; or (ix) disclose Customer details to any third party, whether during or after the term.

10.2 You must not use the Marketing Materials in any way that is detrimental to, or that damages the goodwill or reputation of, the Company, any Group Company or any Operator, nor in any way that competes with our own marketing of the Promoted Sites.

11Intellectual Property Rights

11.1 All Intellectual Property Rights in the Marketing Materials and the Marks are and remain the property of the Company, the relevant Group Company or the relevant Operator. Your use of them confers no rights on you, and any goodwill generated by such use accrues solely to the owner.

11.2 You must not: (i) register or use any domain, sub-domain, social-media account, trade mark or business name that is identical or confusingly similar to the Marks; (ii) bid on, or purchase as keywords, the Marks or terms confusingly similar to them in any search or advertising service; or (iii) use the Marks as metatags or in any way likely to cause confusion.

11.3 If you breach Section 11.2, or otherwise come to hold any registration, domain, keyword or mark in breach of it, you must notify us immediately and, at our direction and cost-free to us, transfer such registration, domain, keyword or mark (and any related application) to us or our nominee, and do all things necessary to give effect to such transfer. This obligation extends to rights registered or applied for before the date of this Agreement. We may withhold payments due to you until the relevant rights are vested in us or our nominee to our satisfaction.

12Representations and Warranties

12.1 You represent and warrant to us, on a continuing basis, that: (i) all information you provide is true, accurate and complete; (ii) you will comply with our instructions, the Guidelines and all Applicable Laws; (iii) you hold and will maintain all approvals, licences, permits and consents required to perform your obligations; (iv) there is no restriction preventing you from performing this Agreement; (v) you are of Legal Age (where an individual); (vi) you have assessed the laws applicable to your activities, including those relating to the promotion of gambling, and may lawfully perform this Agreement; and (vii) you will conduct yourself so as to keep gambling free from crime, fair and open, and protective of children and vulnerable persons.

13Term, Termination and Consequences

13.1 This Agreement starts on the Agreement Acceptance and continues until terminated in accordance with its terms.

13.2 Either party may terminate this Agreement, or any IO or Negotiated Plan, on twenty-four (24) hours’ notice by email (your notice to be sent to partners@carinbet.com marked “Termination”). You may not terminate while your Affiliate Account is suspended.

13.3 We may terminate this Agreement, or any IO or Negotiated Plan, immediately by notice if: (i) you breach (or we reasonably believe you have breached) this Agreement or any Applicable Law; (ii) your conduct may, in our reasonable view, expose the Company, any Group Company or any Operator to regulatory or reputational risk; or (iii) a Regulator requires us to end our relationship with you.

13.4 On termination: (i) all licences and rights granted to you cease immediately; (ii) you must immediately cease all use of the Marketing Materials and Marks, remove them from the Affiliate Sites, and cease promoting the Promoted Sites; (iii) you must return or destroy all Confidential Information; and (iv) no further Commission shall accrue to you.

13.5 Where termination occurs under Section 13.2, we shall pay you, subject to this Agreement, all Commission validly due as at the effective date of termination (subject to Section 8.9). Where termination occurs as a result of your breach (including under Sections 3.5, 9 or 13.3), we may retain all amounts otherwise payable to you and shall have no liability to pay them.

14Indemnification

14.1 You shall indemnify and hold harmless the Company, each Group Company, each Operator and their respective shareholders, officers, directors, employees, agents and successors (the “Indemnified Parties”) from and against all losses, liabilities, fines, penalties (including those imposed by any Regulator), claims, demands, damages, costs and expenses (including legal costs and loss of profit) suffered or incurred, directly or indirectly, as a result of: (i) any breach by you of this Agreement (including any representation, warranty or undertaking); (ii) any breach by you of Applicable Laws; (iii) any claim relating to the Affiliate Sites or to your marketing of the Promoted Sites; (iv) any action by a Regulator referable to you; and/or (v) any act or omission by you.

15Confidentiality

15.1 You must keep all Confidential Information confidential, use it only to perform this Agreement, and disclose it only to those of your personnel or advisers who need to know it and who are bound by equivalent obligations. You must not make any public statement regarding this Agreement or your relationship with us without our prior written consent.

16Disclaimers

16.1 YOUR MARKETING OF THE PROMOTED SITES IS AT YOUR OWN RISK. THE MARKETING MATERIALS, GUIDELINES, INSTRUCTIONS AND OTHER CONTENT ARE PROVIDED “AS IS” AND “AS AVAILABLE”. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF FITNESS FOR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT AND COMPLIANCE WITH APPLICABLE LAWS.

16.2 IT IS SOLELY YOUR RESPONSIBILITY TO ENSURE THAT YOUR MARKETING COMPLIES WITH APPLICABLE LAWS. IF YOU BELIEVE OR BECOME AWARE THAT ANY MARKETING MATERIAL OR INSTRUCTION DOES NOT COMPLY WITH APPLICABLE LAWS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO CEASE USING IT IMMEDIATELY.

16.3 WE MAKE NO REPRESENTATION THAT THE PROGRAMME, THE PROMOTED SITES, THE MARKETING MATERIALS OR THE PROGRAMME WEBSITE WILL BE UNINTERRUPTED OR ERROR-FREE, AND WE SHALL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTION OR ERROR.

17Limitation of Liability

17.1 TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE LIABLE, WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), BREACH OF STATUTORY DUTY OR OTHERWISE, FOR ANY: (I) INDIRECT, SPECIAL OR CONSEQUENTIAL LOSS OR DAMAGE; (II) LOSS OF OPPORTUNITY, ANTICIPATED SAVINGS OR WASTED EXPENDITURE; (III) LOSS OF CONTRACTS, BUSINESS, PROFITS OR REVENUE; (IV) LOSS OF GOODWILL OR REPUTATION; OR (V) LOSS OR CORRUPTION OF DATA, IN EACH CASE WHETHER OR NOT FORESEEABLE.

17.2 TO THE FULLEST EXTENT PERMITTED BY LAW, THE COMPANY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE LOWER OF (I) THE TOTAL COMMISSION PAID TO YOU UNDER THIS AGREEMENT DURING THE THREE (3) MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE LIABILITY AND (II) EUR 10,000.

17.3 Nothing in this Agreement excludes or limits any liability that cannot lawfully be excluded or limited.

18Data Protection

18.1 We collect and process certain personal data relating to you (such as your name, contact details, transaction and payment details and IP address) in order to operate the programme. Such processing is described in our Privacy Policy, which forms part of this Agreement.

18.2 You warrant that you will process any personal data obtained in connection with the programme strictly in accordance with the GDPR and all other Applicable Laws, and that, where you carry out direct marketing, you act as an independent data controller and are solely responsible for the lawfulness of that processing.

19Sub-Affiliates

19.1 You may introduce potential sub-affiliates, who must complete an Application Form and accept this Agreement, and whose acceptance into the programme is at our sole discretion. Where agreed and recorded through the back office, you may receive a percentage of the commission paid to a sub-affiliate (the “Sub-Affiliate Fee”). You may not use the sub-affiliate scheme in bad faith, introduce your relatives or connected persons as sub-affiliates, or offer incentives to recruit them. Breach of this Section may result in termination.

20Amendments

20.1 We may amend this Agreement at any time, at our sole discretion, by posting the amended version on the programme website. Amendments take effect on posting (whether or not you have reviewed them), and your continued participation constitutes acceptance. If you do not accept an amendment, your sole remedy is to terminate under Section 13.2. An IO may be amended only in writing signed by both parties.

21Suspension

21.1 Without limiting Section 13.3, we may suspend your Affiliate Account at our discretion. During suspension we may withhold unpaid Commission, no Commission shall accrue, and you must cease all marketing. On lifting a suspension we may retain any Commission relating to a breach and release the remainder. We may set off amounts received by you that relate to a breach against future Commission.

22Force Majeure

22.1 We shall have no liability for any failure or delay in performing our obligations to the extent caused by events beyond our reasonable control, including acts of God, war, terrorism, civil disturbance, fire, flood, storm, pandemic or epidemic, strikes, third-party injunctions, changes in law or regulation (including any restriction on internet gambling), failure of utilities or infrastructure, or malfunction of equipment. Where such an event continues for more than thirty (30) days, we may terminate this Agreement immediately.

23General

23.1 Where this Agreement is translated, the English version prevails in the event of any conflict.

23.2 This Agreement constitutes the entire agreement between the parties and supersedes all prior understandings relating to its subject matter.

23.3 You may not assign, transfer or subcontract any of your rights or obligations without our prior written consent. We may assign, transfer or subcontract any of our rights or obligations, and perform any of our obligations through a Group Company, without your consent.

23.4 The parties are independent contractors, and nothing in this Agreement creates any partnership, joint venture, agency or employment relationship.

23.5 Our failure to enforce any provision is not a waiver of it. If any provision is held invalid or unenforceable, the remaining provisions continue in force and the parties shall replace the affected provision with a valid one of similar effect.

23.6 No person who is not a party to this Agreement (other than a Group Company or Indemnified Party) has any right to enforce it.

23.7 During and after the term, you shall not make any disparaging or defamatory statement about the Company, any Group Company, any Operator or their businesses or the programme.

23.8 Any provision that by its nature should survive termination (including Sections 8.5, 8.7, 9.3, 13.4, 13.5, 14, 15, 16, 17, 18, 21 and 23) shall survive.

23.9 This Agreement is governed by the laws of the Republic of Costa Rica, and the parties submit to the exclusive jurisdiction of the competent courts of San José, Costa Rica, without prejudice to our right to seek injunctive or other relief in any other competent jurisdiction.