Affiliate Program

Supernova Affiliate Program — Terms and Conditions

Sunflower Gaming Limited
Company number: C108157

Version ID

Approval Date (DD-MM-YYYY)

Author 

Approver 

/Reviewer

Revision Notes

v.1

19/06/2026

CO

CCO

Initial Version

 

 

 

 

 

 

 

 

 

 

Required review - at least annually

Terms and Conditions of Participation in the Supernova Affiliate Program

1. Introduction and Definitions

1.1 These Terms and Conditions (“T&C” and / or "Agreement") govern participation in the Supernova Affiliate Program ("Program") available on the https://supernovaaffiliates.com  (“Website” or “Supernova”) and made available through any successor on the affiliate management platform.

Supernova Affiliate Program is operated by Sunflower Gaming Limited, the limited liability company registered in Malta with the office located in Soho The Strand, Fawwara Building, Triq l-Imsida, Gżira GZR1401, Malta, and the company reg. MT31104825 ("Operator", Sunflower” or “Company).

The Supernova Affiliate Program enables approved Affiliates to promote one or more online gaming brands owned, operated, or managed by the Operator or its affiliated companies (each as the "Brand" and collectively as the "Brands").

Each Brand in the Supernova Affiliate Program is licensed in its market and built on a stable platform.
 

This Terms sets out the Agreement upon which the Affiliate may promote our Brands, and be entitled to receive Fees for the referral of Customers.

1.2. All operations on the Company are conducted in accordance with Ontario law and the regulatory requirements set forth by the Alcohol and Gaming Commission of Ontario (AGCO) and iGaming Ontario.

By registering for, accessing, or participating in the Program, the Affiliate ("Affiliate") agrees to be bound by the T&C, accepts the Privacy Policy, as well as all relevant regulations set forth by AGCO and iGaming Ontario. These Terms constitute an agreement that becomes legally binding between the Company and the Affiliate (“Agreement”).

If you do not agree to the T&C set out in this Agreement, you should immediately discontinue your application to join the Affiliate Programme.

1.3 The Company may, from time to time, add, remove, suspend, discontinue, or replace any Brand participating in the Program without prior notice. Participation in the Program does not guarantee that all Brands will be available to every Affiliate or in every jurisdiction. Our brands operate in regulated markets, which means promotion is only permitted in specific jurisdictions.

The Company reserves the right to determine, in its sole discretion, which Brands, marketing materials, commission structures, campaigns, and promotional opportunities are made available to each Affiliate.

1.4. These T&Cs comply with AGCO Standards, which requires Sunflower and its Affiliates to ensure full compliance with all applicable laws and regulations, including but not limited to the Ontario Gaming Control Act, 1992, and all other relevant statutes, regulations, and standards issued by AGCO and iGaming Ontario.

Supernova Affiliate Program prioritizes:

-          Responsible gambling and player protection

-          Full compliance with Ontario marketing and advertising restrictions

-          Sustainable player acquisition and retention

-          Transparent promotional mechanics

1.5 The Company retains the right to update this T&C as it deems necessary, in its sole discretion, in compliance with applicable regulations.

It is the Affiliate’s responsibility to review and ensure he understands and accept the T&C before proceeding with the Program. If the Affiliate violates or fails to adhere to the terms of this Agreement, the Company may enforce the remedies outlined in this Agreement or any remedies available under the law.

1.6 Definitions 

The following terms have the respective meanings specified below, and grammatical variations of such terms have corresponding meanings:

“Administrative Fees” refers to taxes, third-party commissions, and fees, financial transaction fees, chargebacks, operator costs, legal costs, additional license fees.

AGCO” means the Alcohol and Gaming Commission of Ontario and the successors thereof;

AGCO Standards” means the AGCO Gaming Standards and the Registrar’s Standards for Gaming, as prepared and issued by the Registrar of the Alcohol and Gaming Commission of Ontario (AGCO), as amended or replaced from time to time.

AGCO Gaming Standards” means the Registrar’s Standards for Gaming; 

Agreement” means these T&C’s, as amended or replaced from time to time by Sunflower Gaming;

“Affiliate” means any person or company who has been approved as the participant in the Supernova Affiliate Program, accepted this Agreement and offers advertising services using the materials from the Affiliate Program.

"Affiliate Account" or “Account” means the account established by the Affiliate within the Program, where the Affiliate may track his participation in the Affiliate Programme.

"Affiliate Materials" means all marketing, advertising, promotional, digital, social media, content, websites, emails, paid advertising, SEO activities, and other materials used by the Affiliate to promote the Operator’s brands.

“Affiliate Platform“ means the MAP software by Mediacle Ltd and a tool, which records and monitors the relevant Affiliate Partner advertising results.

Bonus” means a notional amount corresponding to Canadian dollars that is loaded into a Customer Account by Sunflower Gaming. Bonus Funds, subject to the applicable Bonus Terms, can be used by a Customer to play Pay-to-Play Games without charge to the Customer;

Bonus Terms” comprise of applicable terms and conditions that govern the use of Bonus and the qualification criteria for all promotions and awarding of Bonus;

Business Day” means any day other than a Saturday, a Sunday, a statutory holiday in Ontario or any day on which banks are not open for business in Toronto, Ontario. For the purposes of this Agreement, unless otherwise stated:
“day” means a day of the week commencing at 12:00:00 a.m. and ending at 11:59:59 p.m.;
“week” means the seven-day period commencing on Monday at 12:00:00 a.m. and ending on Sunday at 11:59:59 p.m.;
“month” means a calendar month;
all times are expressed in Eastern Time.

“Casino” means any online casino website, mobile application, platform, or other interactive gaming service that is owned, operated, managed, licensed, or made available by the Operator or newly launched casino brand participating in the Supernova Affiliate Program, under any trade name, domain name, or brand, including any successor, replacement, rebranded.

“Commission” or “Fees” means the financial compensation due to the Affiliate based on the agreed commission types. All monetary amounts are references to lawful currency of Canada (Canadian dollars);

“Commission Period” means the calendar month, commencing at 00:00:00 on the first day of a month and ending at 23:59:59 on the last day of the same month, based on the Ontario time zone;

Customer” or “Player” or means an individual (for certainty, other than an individual who is or becomes an Excluded Individual) who has successfully registered a Customer Account that has not been Suspended, Deactivated, or Closed;

"Qualified Player" means an individual who has accessed a Casino through the Affiliate's approved tracking link or other tracking method designated by the Operator; has successfully registered a new and unique player account with a Casino operated by the Operator; is accepted as a customer by the Operator following completion of all applicable verification, compliance, and regulatory checks, including, where applicable, identity verification (KYC), anti-money laundering ("AML") screening, sanctions screening, source of funds verification, and age verification; has made a qualifying first-time deposit, where required under the applicable Commission Model or commercial arrangement; has not previously registered, held, or controlled a player account with any Casino operated by the Operator or its Affiliates, unless expressly approved by the Operator; is not a duplicate, fraudulent, collusive, bonus-abusing, Self-Excluded Individual, suspended, blocked, frozen, restricted, closed, or otherwise ineligible player; has complied with the Operator's Terms and Conditions and all applicable legal and regulatory requirements; and satisfies any additional qualification criteria communicated by the Operator from time to time.

Customer Support” means Supernova customer support services,

Eligible Player” refers to individuals who meet specific criteria to register and play in the Casino, and are not prohibited from accessing gaming sites or playing in accordance with the Standards established by the Alcohol and Gaming Commission of Ontario (AGCO). 

Excluded Individual” refers to individuals who are not allowed to register or maintain an active account within the Casino. This includes:

-          Anyone who does not meet the eligibility requirements outlined in AGCO Standard 3.1.

-          Individuals barred from registering and playing in the Casino by a court order, any applicable law or regulation, or any rules or policies, including those under the AGCO Standards.

-          Persons prohibited from accessing a gaming site under Standard 3.1 or 3.2 of the AGCO Standards or other applicable provisions of the AGCO Standards.

-          Individuals who have enrolled in the Self-Exclusion program from the Casino or Centralised Self-Exclusion Program (as defined by the AGCO Gaming Standards) for the duration of the self-exclusion period.

-          Individuals who have self-excluded.

-          Employees of Sunflower Gaming or anyone under contract or agreement with Sunflower Gaming who is not allowed to register for an account with the Casino.

-          Employees of an “iGaming vendor” or “iGaming entity,” which are defined as follows:

        iGaming entity: any company that is a direct or indirect subsidiary or affiliate of an iGaming vendor and is actively involved in providing software, systems, products, or services for the management of Sunflower ’s games on the Casino.

        iGaming vendor: a service provider engaged by Sunflower to supply software, systems, products, or services for the operation of games in the Casino.

 

Games” means, collectively, Play-for-Free Games and Pay-to-Play Games;

“Game Error” means a fault, error, malfunction or departure from the Games specification attributable to the software or operation of the Games, including without limitations incorrect payouts of winnings, monies or amounts (whether the amount of winnings is incorrect, or winnings are paid when not in fact due) and erroneous award of jackpots;

“Gross Revenue” means the gross value of the revenues generated by all customers referred by the Affiliate Partner across all activity options.

“Net Revenue” means the Gross Revenue less: taxes, duties, third party commissions/fees, financial transaction fees, credited bonuses, marketing taxes, VAT taxes, operational fees, any other player rewards, cash backs, and chargebacks.

iGO” means iGaming Ontario and the successors thereof;

Mobile Applications” means any application developed by or on behalf of Sunflower that the customers can install on their mobile device, such as a mobile phone or tablet, and through which select games are made available to eligible customers from time to time;

“PIPEDA” means the Personal Information Protection and Electronic Documents Act (Canada)

“Personal Information” means information about an identifiable individual, including without limitation player information, account information, contact information, online identifiers, transaction information, device information, behavioural data, and any other information protected under applicable Privacy laws;

Prize” means a reward won by a Customer from a Pay-to-Play Game in accordance with the applicable game rules;

“Privacy Policy” means the Company cookie and privacy policy, as amended or replaced from time to time;

Responsible Gambling” means the Sunflower responsible gambling policy relating specifically to the Casino, as amended or replaced by Sunflower Gaming from time to time;

“Self-Excluded” means any individual who has voluntarily or involuntarily been excluded, restricted, suspended, or prohibited from accessing or participating in any Casino operated by the Operator.

 

2.  Affiliate Account

2.1 To become a member of the Affiliate Program you must accept and sign electronically these Terms and Conditions by ticking the respective box.

By ticking the box, the Affiliate acknowledges that he understands and agrees to be bound by the T&C of this Agreement. If you disagree with any part of the Agreement, you are not permitted to open the Supernova Affiliate Program. 

2.2 The Company will, at its sole discretion, determine whether or not to accept an affiliate application and will send an official notification by email before the Affiliate account creation.

2.3 The Affiliate agrees to provide any documentation required by the Affiliate Program in order to verify the details and the authority of the Affiliate. Such verification procedure is being started before opening an Affiliate Account and an amendment to it may be requested any time during the term of the affiliate agreement.

2.4 It is the Affiliate sole obligation to ensure that any information provided is exact, correct, valid and kept up to date.

2.5 Opening the Affiliate account without legal authority and/or transferring an Affiliate account to another party is prohibited and will result in termination of this Agreement and confiscating all commissions unpaid.

2.6 The Affiliate wishing to transfer an account to another owner must contact the Company via e-mail or internal message providing all details of the upcoming transfer and requesting written permission to share the Affiliate Program. The Company reserves the right to not accept the new owner and cancel this Agreement together with the Affiliate account.

2.7 The Affiliate shall not apply for more than one Affiliate Account without requesting prior approval from the Affiliate Program.

2.8 By joining the Affiliate Program, the Affiliate agrees to actively advertise, market and promote the Casino. The Affiliate shall ensure that all marketing activities are conducted in the best interests of the Affiliate Programme and are compliant with the AGCO standards and legal requirements. The Affiliate shall ensure that, when carrying out advertising activities, only marketing materials and tracking links available on the Affiliate Platform are used.

The Affiliate undertakes to place and permanently display, in a prominent manner, the latest links provided by us on their website, in the manner and in the locations agreed with us, and shall not alter the form, location or functionality of these links without our prior written consent. The Affiliate is entitled to receive referral commissions based on the ongoing promotion of the Operator’s brands.

 

2.9 Affiliates must not generate traffic through registrations made directly or indirectly by colleagues, family members or other third parties associated with their business or staff. They must not organise or participate in gambling or transactional schemes, nor in pre-planned and coordinated gambling activities. The Company may terminate this Agreement at any time if the Affiliate or colleagues, family members, any third parties associated, relatives etc. attempts to artificially increase the activity or the commission or any statistical metrics. Violation of this provision shall be deemed to be a fraud and will result in immediate cancellation of the Affiliate Account and confiscation of all commissions earned.

2.10 The Casino may register Customers referred by the Affiliate, if they successfully complete the registration and verification process on the Casino website, and may track their interactions with the website. We reserve the right to refuse to provide services to any Customer, or to suspend or permanently close their account, for any reason, including, but not limited to regulatory obligations.

The Casino will not register Customers who are not residents of the province of Ontario and are not Eligible Players.

2.11 The Affiliate undertakes to refrain from registering (or applying to register) any domain names, trade marks, search terms or other identifiers intended for use in any search engine, portal, app store, advertising platform or other referral service, which are confuseably similar or misleading, to any domain name or trade mark used by the Casino or the Company, and from creating advertising materials containing elements of intellectual property rights represented by the Brands and the trade marks or designs of its partners.

2.12. The Affiliate agrees that he will adhere to all manuals, training and documents which Supernova or the Company may send from time to time, and will keep up to date with all marketing rules.

3. Affiliate Rights and Obligations 

3.1 The Affiliate is solely responsible for the development, operation, and maintenance of any Affiliate websites and for all materials that appear on them. The Company disclaims all liability in these matters.

The Affiliate undertakes to indemnify the Company and hold it harmless against any claims, damages and costs arising directly or indirectly from the creation, operation, maintenance of the Affiliate websites and any other medium used by the Affiliate for the promotion.

3.2. The Affiliate will only use the approved advertising and promotional materials, made available via the Affiliate Programme. All the proposed materials before publication must be reviewed and accepted by the Sunflower’s Responsible Gambling Officer and the Compliance Officer. The Affiliate shall cooperate with the Operator regarding any responsible gambling initiatives or compliance reviews.

3.3 Regulatory Compliance

The Affiliate acknowledges that the Operator is licensed and regulated in Ontario and that all marketing, advertising, promotional, and referral activities conducted by the Affiliate must comply with:

        All applicable federal, provincial, and local laws;

        The standards, requirements, policies, and guidance issued by the Alcohol and Gaming Commission of Ontario (AGCO);

        Requirements established by iGaming Ontario (iGO);

        Any instructions, policies, compliance manuals, or directives provided by the Operator from time to time.

The Affiliate shall immediately cease any activity that the Operator determines may place the Operator at risk of regulatory non-compliance.

The Operator strictly prohibits the Affiliates and marketing partners from engaging in unregulated gaming-related activities.

The Affiliate warrants that it does not, and will not during the term of this Agreement, provide marketing, advertising, or player referral services to any operators or gaming sites that accept wagers from players in Ontario without an AGCO registration.

The Affiliate represents that he does not undertake such activities related to online gaming sites that facilitate or accept wagers from players in Ontario without a proper license, and will not do so for the duration of the Agreement.

The Company may amend compliance requirements at any time to reflect changes in law, AGCO Standards, iGO requirements, or regulatory guidance. The Affiliate shall comply with all updated requirements upon notification.

3.4 Responsible Gambling Requirements

AGCO regulatory model places strict controls on how the Casino and its Affiliates may communicate inducements, bonuses, credits, and promotional offers.

Marketing, including advertising and promotions, shall be truthful, shall not mislead players or misrepresent products. 

A. The Affiliate shall ensure that all promotional materials:

-          do not portray gambling as a source of income, financial success, or a solution to personal or financial problems;

-          do not be designed to make false promises or present winning as the probable outcome;

-          do not encourage excessive, compulsive, or irresponsible gambling;

-          include responsible gambling messaging;

-          do not misrepresent the odds of winning, game outcomes, or potential prizes;

-          void any misleading language or visuals;

-          do not suggest that chances of winning increase the longer one plays, the more one spends or suggest that skill can influence the outcome (for games where skill is not a factor).

B. All marketing efforts must comply with the AGCO’s regulatory framework, including requirements to target only Eligible Players, non-vulnerable audiences and ensure all marketing communications, including online, social media, and direct advertising, follow AGCO’s guidelines.

Marketing communications must:

-          clearly state the terms and conditions of any promotions, bonuses, including wagering requirements, bonus limitations, and withdrawal restrictions;

-          avoid using language that suggests guaranteed wins, misrepresents probabilities, or implies gaming as a solution to financial or personal problems;

-          disclose all material information to ensure players fully understand promotional offers, such as any required risk or payment.

C. All marketing and advertising materials on the Affiliate site or any other medium used for the promotion of the Website must include responsible gambling messages and clearly display:

        Contact information or links to responsible gambling resources, such as Connex Ontario:

“Please play responsibly. If you, or someone you know, has a gambling problem and wants help, please visit ConnexOntario or call their help line at 1-866-531-2600. “

 

        Information on setting gaming limits, self-exclusion options, and accessing help if needed.

 

3.5 Prohibition on Targeting Minors, Self-Excluded, Restricted and Ineligible Individuals

The Affiliate shall not:

        directly or indirectly target individuals under 19 years of age;

        use content, imagery, language, characters, celebrities, influencers, or themes that primarily appeal to minors;

        market to self-excluded individuals;

        conduct marketing activities on websites, channels, or platforms primarily directed toward minors.

The Affiliate shall implement reasonable measures to avoid reaching prohibited audiences.

The Affiliate acknowledges that the Company is subject to responsible gambling, regulatory, anti-money laundering, fraud prevention, and player protection obligations.

No Commission shall be earned or payable in respect of any Player who, at any time during the same Commission Period in which the player registers, deposits, or otherwise becomes a Customer of the Casino:

a) is self-excluded;

b) becomes self-excluded;

c) is suspended, frozen, blocked, restricted, closed, terminated, or excluded by the Casino or any regulatory body;

d) is identified as a duplicate, fraudulent, collusive, bonus-abusing, or otherwise invalid player;

e) is subject to responsible gambling restrictions;

f) is subject to anti-money laundering, sanctions, source-of-funds, KYC, or regulatory investigations;

g) is determined by the Casino, a regulator, or a competent authority to be ineligible to participate in the Casino's services.

For such Players, no Commission payment, Revenue Share payment, bonus payment, or any other form of compensation shall accrue or become payable to the Affiliate.

Where any Commission has already been credited, accrued, or paid in relation to such Player, the Company may, at its sole discretion:

i) reverse or cancel the Commission;

ii) deduct the relevant amount from future Commission payments;

iii) adjust Net Revenue calculations;

iv) recover overpayments directly from the Affiliate.

Duplicate Accounts and Self Referrals

You shall not open more than one affiliate account without our prior written consent nor will you earn commission on your own or related person’s affiliate account. The programme is intended for professional website publishers.

It is prohibited to create duplicate accounts. If duplicate accounts are opened, they will be automatically blocked and commissions will not be paid for specific players acquired through such duplicate accounts. This also applies to the payment of commissions under the hybrid option.

Self-Excluded Players

The CPA Commissions, including in hybrid payments, shall not be paid in the event that self-excluded players become customers in the same month of registration.

For the avoidance of doubt, where a Player becomes self-excluded, suspended, frozen, blocked, restricted, or otherwise ineligible during the same Commission Period in which the Player was first registered, or acquired, the Affiliate shall not be entitled to any Commission, Revenue Share, or other fees attributable to that Player.

The Casino's determination regarding player eligibility, regulatory status, fraud status, responsible gambling status, and Commission entitlement shall be final and binding.

3.6 Bonus and Promotional Advertising

The Casino requires pre-approval of any promotional content before publication.

The Affiliate shall not publish, distribute, or communicate any bonus, inducement, credit, free-play offer, sign-up incentive, or promotional offer except:

        As expressly approved by the Company and available via the Affiliate Program;

        in accordance with applicable Ontario gaming regulations;

        in compliance with AGCO and iGO requirements concerning inducement advertising.

The Operator reserves the right to:

        Review and approve affiliate content before publication;

        Require modification or removal of content;

        Conduct compliance audits;

        Monitor affiliate websites, social media channels, paid advertising campaigns, email campaigns, and other promotional activities.

The Affiliate shall not offer any cashbacks, personal rewards or incentives, other than the offers available in the Sunflower Affiliate Program.

3.7 Prohibited Marketing Practices

The Affiliate shall not:

        Use spam, unsolicited communications, or unlawful direct marketing;

        Use deceptive redirects, malware, adware, spyware, cookie stuffing, or similar practices;

        Bid on restricted keywords identified by the Company

        Impersonate the Company or create misleading websites;

        Use false urgency or misleading calls to action;

        Engage in any activity that could reasonably damage the reputation of the Company  or the regulated Ontario gaming market.

4. Liability and Indemnification

4.1 The Affiliate shall be liable without limitation for any material breaches, such as (i) gross negligence, wilful misconduct or fraud, (ii) failure to comply with regulatory obligations, (iii) death or personal injury caused by negligence, (iv) infringement of the Confidential clause or intellectual property rights of the other Party or third parties, (v) breach of data protection or data security obligations, including those relating to personal data. Any breach of applicable gaming regulations, AGCO standards, iGO requirements, responsible gambling obligations, or Operator compliance policies shall constitute a material breach of this Agreement.

Upon such breach, the Company may:

        Suspend affiliate activity immediately;

        Withhold commissions relating to non-compliant traffic;

        Terminate the Agreement;

        Seek indemnification for regulatory penalties, fines, investigations, losses, or damages arising from the Affiliate's conduct.

4.2.  The Affiliate is obliged to comply immediately with all requests to take corrective action. The Affiliate shall be liable for all risks, costs and expenses incurred in connection with his marketing and advertising activities. The Affiliate undertakes to immediately refund all commissions received in connection with acquired customers who breach the provisions of the Affiliate Program or are linked to fraudulent activities.

4.3. Neither the Casino nor the Company shall be liable for any indirect, special or consequential damages, including loss of revenue, profits or data, arising in connection with this Agreement or the Affiliate Programme. Furthermore, no provision of this Agreement shall be construed as conferring any rights, remedies or benefits on any third party or entity not a party to this Agreement. The Company obligations under this Agreement do not constitute personal obligations of its directors, employees or shareholders. Any liability arising from this Agreement is limited solely to direct damages which are proven by the Affiliate, provided that such liability shall not exceed the liability cap. The Casino’s total liability arising from this Agreement and the Affiliate Programme (Liability Cap) shall not exceed the total amount of commission paid to the Affiliate under this Agreement during the 6 (six) months immediately preceding the claim. For the purposes of this clause, any recurring or continuous events of the same nature and effect, resulting with multiple related or similar damages arising within any rolling 12 month period shall be aggregated and treated as a single claim.

4.4 The Affiliate shall indemnify the Company and hold harmless the Affiliate Program, its clients’, associates, officers, directors, employees, agents, shareholders and partners from and against any and all losses, demands, claims, damages, costs, expenses.

5. Confidential Information

5.1. Each Party acknowledges that, during the term of this Agreement and for a period of five years following its termination or expiry, it is obliged not to disclose, to protect and to restrict access by any unauthorised persons to Confidential Information relating to the business, operations or technology underpinning the Company’s business and/or the Partner Programme (including, for example, fees).  ‘Confidential Information’ includes any information, in any form, communicated or made available directly or indirectly by one Party to the other Party, or to which either Party gains access in the course of or in connection with the performance of this Agreement, which is reasonably regarded as confidential by virtue of its nature, the circumstances of its disclosure, or its designation or annotation. Confidential Information includes, but is not limited to: (i) the terms of this Agreement and any schedules, annexes, timetables and/or appendices; (ii) Customer data; (iii) advertising and promotional materials, specifications, designs, documents, correspondence, software, data and other materials or work products arising from the Affiliate Programme; (iv) information relating to the other Party’s operational activities, affairs and interests, including financial matters, information about Clients and Players, employee relations and business partnerships; and (v) any software provided by one Party to the other Party.

5.2. The Affiliate undertakes to exercise at least the same degree of care as it applies to protect its own confidential information, provided that this shall not be less than commercially reasonable efforts to prevent the unauthorised disclosure of the other Party’s confidential information. Disclosure of confidential information is permitted only: (i) to employees, agents or contractors who need to know such information in order to exercise the rights or fulfil its obligations under this Agreement, provided that such persons comply with the confidentiality obligations set out in this Agreement; (ii) as required by law, a competent court or any governmental or regulatory authority. Upon the expiry or termination of this Agreement, the Affiliate shall return or destroy all materials containing, relating to, connected with or derived from the other Party’s Confidential Information, without retaining any copies, without the need for a separate request to that effect.

6. Record Keeping and Audit Rights

6.1  Record Retention. The Affiliate shall maintain complete and accurate records of all marketing, advertising, promotional, compliance monitoring, content approval, traffic acquisition, and related activities undertaken in connection with the Program for a minimum period as may be required by applicable law, AGCO Standards, iGaming Ontario requirements, or upon written instruction from the Company. Such records shall be made available to the Company promptly upon request for compliance, audit, regulatory review, or investigation purposes.

Retention Schedule defines specific retention periods for each type of record, including:

-          Financial Records: 7 years, in compliance with tax, regulatory and audit standards,

-          Affiliate account and transaction data: retained for the life of the account and for 7 years as required by Ontario legislation for audit and regulatory compliance,

-          Security Logs: Minimum 1 year, per ISO 27001 framework and business needs,

-          Marketing consent records: retained for as long as you remain subscribed and for a reasonable period afterwards to evidence consent.

The Company may request copies of advertisements, campaign data, placement information, audience targeting information, and traffic sources for compliance purposes.

7. Data Protection and Privacy Laws

7.1. The Affiliate shall comply at all times with all applicable privacy, data protection, cybersecurity, electronic communications, and consumer protection laws, including without limitation the Personal Information Protection and Electronic Documents Act ("PIPEDA"), applicable provincial privacy legislation, anti-spam legislation, and any privacy-related requirements communicated by the Company from time to time.

7.2. For the purposes of this Agreement, "Personal Information" means information about an identifiable individual, including without limitation Player information, account information, contact information, online identifiers, transaction information, device information, behavioural data, and any other information protected under applicable privacy laws.

7.3. Limited Access and Use - To the extent the Affiliate receives or is granted access to Personal Information relating to players, prospective players, customers, employees, contractors, or business partners of the Operator, the Affiliate shall:

a) access such Personal Information solely to the extent necessary for the performance of its obligations under this Agreement;

b) process Personal Information only for purposes expressly authorized by the Company;

c) not sell, disclose, transfer, rent, share, publish, or otherwise make Personal Information available to any third party without the Company's prior written consent;

d) not use Personal Information for its own marketing purposes or for the benefit of any third party;

e) comply with all instructions provided by the Company concerning the collection, use, disclosure, storage, transfer, retention, and destruction of Personal Information.

7.4 The Affiliate shall treat all Personal Information as confidential and shall implement appropriate administrative, technical, and physical safeguards designed to protect Personal Information against unauthorized access, collection, use, disclosure, copying, modification, loss, theft, destruction, or other misuse.

7.5 The Affiliate shall maintain and continuously implement information security measures appropriate to the nature and sensitivity of the Personal Information, including, where applicable:

a) access controls based on least-privilege principles;

b) password protection and multi-factor authentication where available;

c) encryption of Personal Information in transit and at rest where commercially reasonable;

d) secure storage systems;

e) employee confidentiality obligations;

f) security awareness training;

g) procedures for the secure disposal of Personal Information.

7.6 Data Breach Notification: The Affiliate shall notify the Company in writing without undue delay, and in any event no later than twenty-four (24) hours after becoming aware of:

a) any actual or suspected unauthorized access to Personal Information;

b) any loss, theft, disclosure, corruption, or compromise of Personal Information;

c) any cybersecurity incident that could reasonably affect the confidentiality, integrity, or availability of Personal Information.

The Affiliate shall fully cooperate with the Company in investigating, mitigating, documenting, reporting, and remedying any such incident.

7.7 Subprocessors and Third Parties: The Affiliate shall not permit any subcontractor, service provider, consultant, employee, or agent to access Personal Information unless:

a) such access is necessary for the performance of this Agreement;

b) the Company has provided prior written approval where required;

c) the recipient is bound by written confidentiality and data protection obligations no less protective than those contained herein.

The Affiliate shall remain fully liable for the acts and omissions of its subcontractors and service providers.

7.8 Privacy Audits: The Company may request reasonable information, documentation, certifications, policies, procedures, or other evidence demonstrating the Affiliate's compliance with this Section.

The Affiliate shall cooperate with compliance reviews, privacy assessments, investigations, and audits relating to Personal Information processed under this Agreement.

7.9 Indemnification:

The Affiliate shall indemnify, defend, and hold harmless the Operator, its affiliates, directors, officers, employees, and agents from and against all claims, losses, damages, regulatory penalties, investigations, costs, liabilities, and expenses arising from:

a) the Affiliate's breach of this Section;

b) any privacy or data protection violation attributable to the Affiliate;

c) any unauthorized access, disclosure, use, or processing of Personal Information by the Affiliate or its representatives.

8. Calculation and Payment of the Commissions

8.1. The Affiliate's commercial terms are agreed on an individual basis with the Company's representatives during the application process or thereafter. Where no other Commission model is agreed, the default shall be a 20% Net Revenue Share without Negative Carry-over, payable for so long as the Affiliate actively advertises the agreed brand(s) on the registered websites or other approved sources. Players referred by the Affiliate shall be attributed to the referring Affiliate Account for the lifetime of those Players and shall generate Revenue provided the Affiliate continues to actively advertise the relevant brand.

In the event that the Affiliate acquire no new Players during the course of any given three (3) sequential months, the Operator reserve the right to reduce your commission rate to a fixed rate not exceeding ten per cent (10%) of Net Revenue until you have acquired a total of three (3) new customers within 3 (three) months, after which (with effect from the moment the third new client is acquired) your commission rate will revert to the standard commission rates set out.

8.2. Commission Models:  The Affiliate may participate in one of the following Commission Models, as agreed between the Parties and recorded in the Affiliate Account or otherwise confirmed by the Operator in writing.

The Operator reserves the right to determine the Affiliate's eligibility for a particular Commission Model and may amend the applicable Commission Model upon prior written notice or by updating the Affiliate Account.

 The Affiliate may choose one of the Commission Models from the following:

Model 1 Net Revenue Share: Under the Net Revenue Share model, the Affiliate shall receive a recurring commission equal to the individually negotiated percent of the Net Revenue generated by the Players referred by the Affiliate, agreed between the Parties and specified in the Affiliate Account or other written commercial agreement.

Subject to continued compliance with this Agreement, Revenue Share shall remain payable for so long as the relevant Players continue to generate Net Revenue for the applicable Casino and the Affiliate continues to actively and prominently promote the applicable Brand(s) through its approved websites, applications, social media channels, or other marketing sources approved in writing by the Operator.  Fees will be deemed to be inclusive of value added tax or any other tax if applicable. Fees will be calculated as a percentage of the Net Revenue in accordance with any commission structure which may be communicated to you by us from time to time.

Unless otherwise agreed in writing, this Revenue Share model shall be without Negative Carry-over, meaning that any negative Net Revenue balance generated during a Commission Period shall not be carried forward to subsequent Commission Periods. Where the Net Revenue for a Commission Period is negative, the Revenue Share Commission payable for that Commission Period shall be deemed to be zero, and the negative balance shall be reset at the commencement of the following Commission Period. 

Except as provided in the High Roller Rule (point 8.3 below), the Operator shall not carry forward negative Net Revenue balances from one Commission Period to another under the Revenue Share Commission Model.

However, where a High Roller generates a negative Commissionable Net Revenue balance of EUR 50,000 or more during a Commission Period, the Operator shall be entitled to carry forward the negative Net Revenue attributable solely to that High Roller into subsequent Commission Periods.

Model 2 - Cost Per Acquisition (CPA):

Under the CPA model, the Affiliate shall receive a fixed fee for each Qualified Player referred to the Operator who satisfies the applicable qualification criteria established by the Operator. The applicable CPA amount shall be agreed between the Parties and recorded within the Affiliate Account or other written commercial agreement.

For the avoidance of doubt, a player shall not become the Qualified Player merely by registering an account, clicking an Affiliate Link, and making a deposit. A player shall qualify only after satisfying all applicable eligibility criteria under this Agreement and being accepted by the Operator as the Qualified Player.

The player shall qualify for CPA only where the player satisfies all qualification requirements established by the Operator, including, where applicable:

        successful account registration;

        completion of identity verification (KYC), where required;

        first-time deposit meeting the applicable minimum deposit requirement;

        compliance with applicable laws and Operator policies;

        absence of fraud, bonus abuse, duplicate accounts, collusion, or other prohibited activity; and any additional qualification criteria communicated by the Operator.

Model 3 – Hybrid Commission

Under the Hybrid Commission model, the Affiliate shall receive both:

a) the CPA payment for each Qualified Player (as agreed between the Parties); and

b) the Revenue Share percentage of the Net Revenue generated by such Qualified Players.

The applicable CPA amount and the Revenue Share percentage shall be agreed between the Parties and specified in the Affiliate Account or other written commercial agreement.

Unless otherwise expressly agreed in writing, all terms and conditions applicable to both the CPA and the Net Revenue Share models shall apply equally to the Hybrid Commission model, including qualification requirements, fraud prevention measures, responsible gambling provisions, commission adjustments, reversals, and payment restrictions.

Where the Qualified Player subsequently becomes a Self-Excluded Individual, is blocked, suspended, frozen, restricted, or otherwise determined to be ineligible during the same Commission Period in which the player registered, deposited, or was acquired, neither the CPA component nor the Revenue Share component of the Hybrid Commission shall be payable, and the Operator may reverse any Commission previously credited in respect of such player.

8.3 Rules for High Roller players

High Roller means a Qualified Player who, during any Commission Period, generates negative Commissionable Net Revenue of at least EUR 50,000 (fifty thousand Euros) attributable to the Affiliate.

For the purposes of this clause, "negative Commissionable Net Revenue" means that the aggregate deductions included in the calculation of Net Revenue for that player exceed the gross gaming revenue generated by that player during the applicable Commission Period, resulting in a negative Net Revenue balance.

Affiliates are entitled to withdraw the amount resulting from their gaming profit balance. Any negative commission balances relating to any element of revenue share under the referral commission scheme will be deducted from the available commission. With the exception of ‘High Roller’ players, no negative commission balances will be carried over to the following month, and available commissions will be reset to zero each month. If, in a given calendar month, a customer generates negative commissionable revenue of at least EUR 50,000 (fifty thousand Euros), that player will be classified as a ‘High Roller’ (‘High Roller(s)’). When calculating referral commissions for high-turnover players, if the commission you earn in respect of a high-turnover player (or high-turnover players) results in a negative balance in any calendar month, we shall be entitled to carry such negative balances forward to the next period, and the negative amounts will apply to any future commissions due to you in respect of the high roller(s) and will be set off against them until the negative balance is fully offset by future positive commissions.

If any high roller has negative commissionable revenue exceeding EUR 50,000 in the last calendar month preceding the current, unbilled calendar month, then these negative commissionable revenues shall be treated as a negative carry-over balance and used to calculate the referral commission for the current, unbilled calendar month.

8.4 The earned commissions will be paid based on the information submitted by the Affiliate in the Affiliate Platform. The Affiliate is solely responsible for the validity of the payment details submitted.

Fees will be paid monthly by bank wire transfer. All Fees will be due and paid in EURO. Where currency conversion is required, all amounts are converted at the prevailing rates of our partner banks and/or financial institutions as at the time of payment. The Affiliate will be liable for payment of any taxes or duties arising in connection with the commissions received.

8.5 In case of the signed financial agreements and additionally signed contracts between the Parties, these terms and conditions will represent the base points of the agreements and such documents will be considered as Annex to this agreement.

8.6 The Company may withhold, suspend, or set off the payment of any commission, in whole or in part, in order to investigate and verify the relevant transactions and the account holder's details, or where it reasonably suspects fraud, bonus abuse, collusion, or any breach by the Affiliate of this Agreement, applicable law, the Registrar's Standards for Internet Gaming, the requirements of the Alcohol and Gaming Commission of Ontario, or any condition of the Company's registration or operating agreement with iGaming Ontario. No commission shall be payable in respect of any referred Customer acquired through marketing or promotional activity that does not comply with the foregoing, including any unauthorised communication of inducements, bonuses, or credits to the public. Where the Company is unable to process a payment for a period exceeding six (6) months due to incorrect or missing payment details or failed verification, and the Affiliate has failed to respond to all reasonable attempts at contact, the commission earned may be withheld and cancelled.

9. Term and Termination

9.1 This Agreement comes into force and effect when the Affiliate application is approved by the Company and will continue to be effective unless and until the Agreement is terminated. This Agreement may be terminated by either party by giving a thirty (30) day written notification to the other party.

9.2. The Company reserves the right to immediately terminate this Agreement, without termination notice period, in the event that the Affiliate is in breach of any of its obligations pursuant to the Agreement, and/or of any applicable laws and regulations, and/or commits fraud. For purposes of notification of termination, delivery via email is considered a written and immediate form of notification.

9.3 After termination, the Affiliate must remove all contents from all the publishing sources related to the Company, Casino or its Customers, and shall not continue to use any of the tracking links or promotional materials. All rights and licenses given to Affiliate in this Agreement shall immediately terminate.

9.4 The Company may withhold the final Fee payment for a reasonable time to ensure that the correct amount is paid and that the Affiliate fulfills all its obligations in regards to the termination.

9.5 The Customers previously referred by the Affiliate Program, after the termination of the Agreement with the Affiliate, might decide to continue to use the Casino services, this will not constitute a continuation or renewal of this agreement or a waiver of termination. From the moment the Agreement is terminated, the Affiliate is not entitled to any Commission and fee payments for a Player who was registered whilst the Agreement was in force. The Affiliate shall only be entitled to any Fees which have accrued prior to the date of termination and shall no longer be entitled to any Fees generated by Customers after the date of termination.

10. Contact

10.1 Contacting Supernova Support:

The Affiliate may contact Supernova Support at any time

        by emailing sales@supernovaaffiliates.com

10.2 Contacting an Affiliate:  The Company and anyone acting on behalf of the Company or the Casino, shall be entitled to contact the Affiliate with respect to any matter contemplated in this Agreement by using any of the Affiliate Contact Details available on Affiliate Account (including by way of email or telephone) subject to the terms and conditions of the Terms and Conditions and the Privacy Policy.

11. General Provisions

11.1 The Company does not permit any amendments, additions, deletions or insertions to this agreement made by the Affiliate. The Company reserves the right to amend the terms of this agreement from time to time, in compliance with applicable regulations.

11.2 Force majeure. Neither party shall be liable to the other for any delay or failure to perform its obligations under this agreement if such delay or failure arises from a cause beyond its reasonable control, including, but not limited to, labour disputes, strikes, pandemics, acts of war, industrial disruption, natural disasters, acts of terrorism, floods, lightning strikes, utility or communications failures, earthquakes or other fortuitous events. In the event of such an occurrence, the party failing to perform its obligations shall be exempt from the obligation to perform those parts of the obligation whose performance is prevented by the event in question, to the extent that performance is prevented, provided that if the force majeure event persists for a period exceeding forty-two (42) days, then either party may terminate this agreement with immediate effect by giving written notice. 

11.3 The Affiliate shall not assign this agreement, whether by operation of law or otherwise, without the Company’s written consent. Severability. Each provision of this agreement shall be interpreted in such a way as to be effective and valid in accordance with applicable law; however, if any provision is held to be invalid, unlawful or unenforceable in any respect, that provision shall be ineffective only to the extent of such invalidity or unenforceability, without invalidating the entire agreement. No waiver of rights shall be deemed to have been made on the basis of conduct or failure to exercise any rights, and must be in writing to be effective.

11.4 The Company will not be liable for the consequences of any interruptions, errors of the Website or Casino websites, late payments, negligence of the Affiliate Program.

11.5 The Parties acknowledge that they are independent contractors and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between them. The Affiliate will have no authority to make or accept any offers or representations on behalf of the Company and/or Casino.

12. Applicable law and jurisdiction: These Terms and Conditions are governed by the laws of the Province of Ontario and the federal laws of Canada applicable therein. The parties could submit any dispute arising to the jurisdiction of any competent court under Ontario and Canadian law.

Each provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. If any provision of this Agreement is declared invalid, unenforceable or illegal by a court of competent jurisdiction, such provision may be severed and such invalidity, enforceability or illegality shall not prejudice or affect the validity, enforceability and legality of the remaining provisions of the Agreement.