Updated: August 16, 2016.
This Online Promotion Agreement ("Promotion Agreement") contains the terms and conditions that govern your participation in My.com B.V. Partners Program (the “Program”).
"We", "us", or "our" means My.com B.V. or any of its affiliate companies, as the case may be.
“Referrer”, "You" or "your" means a person who refers another person.
‘’Referee’’ means person who was referred by You. The person shall be recognized as Referee within 1 (one) calendar year from the date when the Referee has registered in certain Game.
"My.com Site" means the relevant website www.my.com and any other website, that is owned or operated by us or our affiliates pursuant to this Promotion Agreement (for instance, website of specific Game and/or services owned/operated by My.com and/or its Affiliated).
“Game” means any software (including PC/Console/Mobile Game) and any In-Game services owned by My.com or its affiliates. The list of the Games included in the Program is indicated in the Program Fee Schedule.
BY CHECKING THE BOX OR CLICKING THE "ACCEPT AND CONTINUE" BUTTON, AS APPLICABLE, YOU AGREE TO THE TERMS AND CONDITIONS OF THIS PROMOTION AGREEMENT, OR BY CONTINUING TO PARTICIPATE IN THE PROGRAM FOLLOWING OUR POSTING OF A CHANGE NOTICE, REVISED PROMOTION AGREEMENT, OR REVISED OPERATIONAL DOCUMENTATION ON THE MY.COM SITE, YOU (A) AGREE TO BE BOUND BY THIS PROMOTION AGREEMENT; (B) ACKNOWLEDGE AND AGREE THAT YOU HAVE INDEPENDENTLY EVALUATED THE DESIRABILITY OF PARTICIPATING IN THE PROGRAM AND ARE NOT RELYING ON ANY REPRESENTATION, GUARANTEE, OR STATEMENT OTHER THAN AS EXPRESSLY SET FORTH IN THIS PROMOTION AGREEMENT; AND (C) HEREBY REPRESENT AND WARRANT THAT YOU ARE LAWFULLY ABLE TO ENTER INTO CONTRACTS (E.G., YOU HAVE REACHED AN AGE OF CAPACITY PROVIDED BY THE APPLICABLE LAW) AND THAT YOU ARE AND WILL REMAIN IN COMPLIANCE WITH THIS PROMOTION AGREEMENT.
1. Description of the Program
The purpose of the Program is to permit you to be a Referrer to advertise Games by any means (e.g. via websites and social networks) and to earn advertising fee for Qualifying Payments (defined in Section 7) made by your Referees.
You undertake to promote the Games via Internet and/or by any other means (including offline activities) for the purpose of (a) Game’s end-users total number increasing (b) In-Game payments and Game's net revenue increasing.
2. Enrollment, Accept of the Agreement
To participate in the Program you have to be registered on the my.com web-site.
To begin the enrollment process, you must submit a complete and accurate Program application. You must identify yourself in application. Moreover, you will be required to verify your application via SMS. We will evaluate your application and notify you of its acceptance or rejection. We may reject your application if we determine that your information is incomplete, incorrect or false.
From the moment of acceptance of your application, this Promotion Agreement is concluded.
If we reject your application, you are welcome to reapply at any time. However, if we accept your application and we later determine that your actions are unsuitable, we may terminate this Promotion Agreement.
You will ensure that the information in your Program application and otherwise associated with your account, including your email address, and other contact information and identification data, is at all times complete, accurate, and up-to-date. We may send notifications (if any), approvals (if any), and other communications relating to the Program and this Promotion Agreement to the email address then-currently associated with your Program account. You will be deemed to have received all notifications, approvals, and other communications sent to that email address, even if the email address associated with your account is no longer current.
You agree that you will perform all services under the Promotion Agreement in accordance with applicable laws of the state of your residence. If, for any reason, you cannot comply with this requirement, you must notify us.
After you have been notified that you have been accepted into the Program, you may choose the Game/Games you would like to promote (“Selected Games”) and you are able to generate/ send/display Special Links on any site. “Special Links” are links to the My.com Site and/or to Selected Game that you place on any site or send to any user in accordance with this Promotion Agreement, that properly utilize the special “tagged” link formats we provide. Special Links permit accurate tracking, reporting, and accrual of advertising fee.
You may earn advertising fee only as described in Section 7. We will have no obligation to pay you advertising fee if you fail to properly format the links on any site to the My.com Site as Special Links, including to the extent that such failure may result in any reduction of advertising fee amounts that would otherwise be paid to you under this Promotion Agreement.
4. Program Requirements
By participating in the Program, you agree that you will comply with the provisions of the present Promotional Agreement and all pages, schedules, policies, guidelines, specifications, user manuals, and supporting materials that we make available to you, and other documents and materials referenced in this Promotion Agreement (collectively, “Operational Documentation”).
You will provide us with any information that we request to verify your compliance with this Promotion Agreement or any Operational Documentation.
In addition to any other rights or remedies available to us, we may terminate this Promotion Agreement, withhold (and you agree you are not eligible for) any advertising fee payable to you under this Promotion Agreement, or both, if we determine that you or other persons that we determine are affiliated with you or acting in concert with you (whether in respect to any existing or previously terminated Partners account):
In addition, you hereby consent to us:
5. Your Responsibility
You will be solely responsible for your actions. For example, you will be solely responsible for:
We will have no liability for these matters or for any of Your Referees’ claims relating to these matters, and You agree to defend, indemnify, and hold us, our affiliates and partners, and our and their respective employees, officers, directors, and representatives, harmless from and against all claims, damages, losses, liabilities, costs, and expenses (including attorneys’ fees) relating to (a) Your actions or any materials that You use, including the combination of any materials with other applications, content, or processes; (b) your use of any content, whether or not such use is authorized by or violates this Promotion Agreement, any Operational Documentation, or applicable law; (c) your violation of any term or condition of this Promotion Agreement or any Operational Documentation.
6. Order Processing
We will process Qualifying Payments from Your Referees who follow Your Special Links to the My.com Site and/or to the Selected Games. We reserve the right to reject payments that do not comply with any requirements of the present Promotional Agreement, as they may be updated from time to time. We will track Qualifying Payments (defined in Section 7) for reporting and advertising fee accrual purposes and will make available to you reports summarizing those Qualifying Payments.
7. Advertising Fee
We will pay you advertising fee on Qualifying Payments in accordance with Section 8 and the Program Fee Schedule. Subject to the exclusions set forth below, a “Qualifying Payment” occurs when (a) a Referee clicks through a Special Link on any site to the My.com Site or to the Selected Games; (b) a Referee purchases any in-Game item or makes any other payment within and/or in relation to the Selected Game; (c) the Approval Period is expired.
‘’Approval Period’’ shall mean a period from 30-days to 90- days from the payment date, which is necessary to verify the payment and prevent any fraudulent actions and unverified payments.
Qualifying Payments exclude, and we will not pay advertising fee on any of, the following:
8. Advertising Fee Payment
We will pay you advertising fee on a monthly basis for Qualifying Payments in a given month, subject to any applicable withholding or deduction. We will pay you within 60 days following the end of each calendar month using the payment method you choose from available options. When you select the payment method, you must provide us with certain valid information. If you have not selected one of the available payment methods, we will withhold any unpaid accrued advertising fee until You have done so..
In case the total amount of advertising fee due to pay for a month exceed the amount of 3000 EURO / 3000 USD/200 000 Russian Rubles, we have the right to withhold the payment of the advertising fee for a period up to 180 days to verify the payment and prevent any fraudulent actions and unverified payments.
The advertising fee for the certain Selected Game shall be paid in the currency indicated in Program Fee Schedule for the corresponding Game (“Corresponding currency”). In case any Qualifying payments for the Selected Game are made in other currency than the Corresponding currency, such Qualifying payments for the Selected Game shall be converted into Corresponding currency using the currency exchange website www.oanda.com as an average Bid rate on the day of advertising fee payment..
The amount of the advertising fee includes all applicable taxes, in accordance with the legislation of the country of your residence. You are obliged to pay all the taxes in accordance with tax legislation of your state of residence. We do not responsible for failure to fulfill your tax obligations.
9. Policies and Pricing
As between you and us, all pricing, rules, policies, and operating procedures concerning Qualifying Payments set forth in the present Agreement and/or in the Program Fee Schedule will apply to all Referees, and we may change them at any time.
10. Reservation of Rights; Submissions
We reserve all right, title and interest (including all intellectual property and proprietary rights) in and to, and you do not, by virtue of this Promotion Agreement or otherwise, acquire any ownership interest or rights in or to, the Program, Special Links, link formats, any content, any domain name owned or operated by us or our affiliates, Operational Documentation, our and our affiliates’ trademarks and logos (including the My.com Marks), and any other intellectual property and technology that we provide or use in connection with the Program (including any application program interfaces, software development kits, libraries, sample code, and related materials). If you provide us or any of our affiliates with suggestions, reviews, modifications, data, images, text, or other information or content in connection with this Promotion Agreement, any content, or your participation in the Program, or if you modify any content in any way, (collectively, “Your Submission”), you hereby irrevocably assign to us all right, title, and interest in and to Your Submission and grant us (even if you have designated Your Submission as confidential) a perpetual, paid-up royalty-free, nonexclusive, worldwide, irrevocable, freely transferable right and license to (a) use, reproduce, perform, display, and distribute Your Submission in any manner; (b) adapt, modify, re-format, and create derivative works of Your Submission for any purpose; (c) use and publish your name in the form of a credit in conjunction with Your Submission (however, we will not have any obligation to do so); and (d) sublicense the foregoing rights to any other person or entity. Additionally, you hereby warrant that: (y) Your Submission is your original work, or you obtained Your Submission in a lawful manner; and (z) our and our sublicensees’ exercise of rights under the license above will not violate any person’s or entity’s rights, including any copyright rights. You agree to provide us such assistance as we may require to document, perfect, or maintain our rights in and to Your Submission.
11. Compliance with Laws
In connection with your participation in the Program you will comply with all applicable laws, ordinances, rules, regulations, orders, licenses, permits, judgments, decisions, and other requirements of any governmental authority that has jurisdiction over you.
12. Term and Termination
The term of this Promotion Agreement will begin upon our acceptance of your Program application and will end when terminated by either you or us. Either you or we may terminate this Promotion Agreement at any time, with or without cause, by giving the other party written notice of termination. We may withhold accrued unpaid advertising fee for a reasonable period of time following termination to ensure that the correct amount is paid (e.g., to account for any cancelations or returns). Upon any termination of this Promotion Agreement, all rights and obligations of the parties will be extinguished, except that the rights and obligations of the parties under Sections 5, 8, 9, 10, 11, , 14, 15, 16, 17, and 18, , together with any accrued but unpaid payment obligations of us under this Promotion Agreement, will survive the termination of this Promotion Agreement. No termination of this Promotion Agreement will relieve either party for any liability for any breach of, or liability accruing under, this Promotion Agreement prior to termination.
We may modify any of the terms and conditions contained in this Promotion Agreement (and any Operational Documentation) at any time and in our sole discretion by posting a change notice, revised agreement, or revised Operational Documentation on the My.com site or by sending notice of such modification to you by email to the email address then-currently indicated on your Program Application (any such change by email will be effective on the date specified in such email and will in no event be less than two business days after the date the email is sent). Modifications may include, for example, changes to the Program Fee Schedule, payment procedures, and other Program requirements. IF ANY MODIFICATION IS UNACCEPTABLE TO YOU, YOUR ONLY RECOURSE IS TO TERMINATE THIS PROMOTION AGREEMENT. YOUR CONTINUED PARTICIPATION IN THE PROGRAM FOLLOWING THE EFFECTIVE DATE OF ANY MODIFICATION (E.G., THE DATE OF OUR POSTING OF A CHANGE NOTICE, REVISED PROMOTION AGREEMENT, OR REVISED OPERATIONAL DOCUMENTATION ON THE MY.COM SITE OR THE DATE SPECIFIED IN ANY EMAIL TO YOU REGARDING SUCH MODIFICATION) WILL CONSTITUTE YOUR BINDING ACCEPTANCE OF THE CHANGE.
14. Relationship of Parties
You and we are independent contractors, and nothing in this Promotion Agreement or the Operational Documentation will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and us or our respective affiliates. You will have no authority to make or accept any offers or representations on our or our affiliates’ behalf. You will not make any statement, whether on your site or otherwise, that contradicts or may contradict anything in this section. If you authorize, assist, encourage, or facilitate another person or entity to take any action related to the subject matter of this Promotion Agreement, you will be deemed to have taken the action yourself.
15. Limitation of Liability
WE WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES (INCLUDING ANY LOSS OF REVENUE, PROFITS, GOODWILL, USE, OR DATA) ARISING IN CONNECTION WITH THIS PROMOTION AGREEMENT, THE PROGRAM, OPERATIONAL DOCUMENTATION, THE MY.COM SITE, OR THE SERVICE OFFERINGS (DEFINED BELOW), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF THOSE DAMAGES. FURTHER, OUR AGGREGATE LIABILITY ARISING IN CONNECTION WITH THIS PROMOTION AGREEMENT, THE PROGRAM, THE MY.COM SITE, AND THE SERVICE OFFERINGS WILL NOT EXCEED THE TOTAL ADVERTISING FEE PAID OR PAYABLE TO YOU UNDER THIS PROMOTION AGREEMENT IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE EVENT GIVING RISE TO THE MOST RECENT CLAIM OF LIABILITY OCCURRED.
THE PROGRAM, THE MY.COM SITE, ANY PRODUCTS AND SERVICES OFFERED ON THE MY.COM SITE, ANY SPECIAL LINKS, LINK FORMATS, OPERATIONAL DOCUMENTATION, CONTENT, MY.COM DOMAIN NAME, OUR AND OUR AFFILIATES’ TRADEMARKS AND LOGOS (INCLUDING THE MY.COM MARKS), AND ALL TECHNOLOGY, SOFTWARE, FUNCTIONS, MATERIALS, DATA, IMAGES, TEXT, AND OTHER INFORMATION AND CONTENT PROVIDED OR USED BY OR ON BEHALF OF US OR OUR AFFILIATES OR LICENSORS IN CONNECTION WITH THE PROGRAM (COLLECTIVELY THE “SERVICE OFFERINGS”) ARE PROVIDED “AS IS.” NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS MAKE ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE WITH RESPECT TO THE SERVICE OFFERINGS. EXCEPT TO THE EXTENT PROHIBITED BY APPLICABLE LAW, WE AND OUR AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES WITH RESPECT TO THE SERVICE OFFERINGS, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING, PERFORMANCE, OR TRADE USAGE. WE MAY DISCONTINUE ANY SERVICE OFFERING, OR MAY CHANGE THE NATURE, FEATURES, FUNCTIONS, SCOPE, OR OPERATION OF ANY SERVICE OFFERING, AT ANY TIME AND FROM TIME TO TIME. NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WARRANT THAT THE SERVICE OFFERINGS WILL CONTINUE TO BE PROVIDED, WILL FUNCTION AS DESCRIBED, CONSISTENTLY OR IN ANY PARTICULAR MANNER, OR WILL BE UNINTERRUPTED, ACCURATE, ERROR FREE, OR FREE OF HARMFUL COMPONENTS. NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR (A) ANY ERRORS, INACCURACIES, OR SERVICE INTERRUPTIONS, INCLUDING POWER OUTAGES OR SYSTEM FAILURES; OR (B) ANY UNAUTHORIZED ACCESS TO OR ALTERATION OF, OR DELETION, DESTRUCTION, DAMAGE, OR LOSS OF, YOUR SITE OR ANY DATA, IMAGES, TEXT, OR OTHER INFORMATION OR CONTENT. NO ADVICE OR INFORMATION OBTAINED BY YOU FROM US OR FROM ANY OTHER PERSON OR ENTITY OR THROUGH THE PROGRAM, CONTENT, OPERATIONAL DOCUMENTATION, THE MY.COM SITE, OR THE AFFILIATE-PROGRAM.MY.COM SITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THIS PROMOTION AGREEMENT. FURTHER, NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH (X) ANY LOSS OF PROSPECTIVE PROFITS OR REVENUE, ANTICIPATED SALES, GOODWILL, OR OTHER BENEFITS, (Y) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THIS PROMOTION AGREEMENT OR YOUR PARTICIPATION IN THE PROGRAM, OR (Z) ANY TERMINATION OF THIS PROMOTION AGREEMENT OR YOUR PARTICIPATION IN THE PROGRAM.
Any dispute relating in any way to the Program or this Promotion Agreement will be resolved by binding arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify. The LCIA and the laws of England and Wales, without regard to principles of conflict of laws, will govern this Promotion Agreement and any dispute of any sort that might arise between you and us.
There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages), and must follow the terms of this Promotion Agreement as a court would.
Notwithstanding anything to the contrary in this Promotion Agreement, we may seek injunctive or other relief in any state, federal, or national court of competent jurisdiction for any actual or alleged infringement of our or any other person or entity’s intellectual property or proprietary rights. You further acknowledge and agree that our rights in the Content are of a special, unique, extraordinary character, giving them peculiar value, the loss of which cannot be readily estimated or adequately compensated for in monetary damages.
You acknowledge and agree that we and our affiliates may at any time (directly or indirectly) solicit customer referrals on terms that may differ from those contained in this Promotion Agreement or operate sites that are similar to or compete with any site. You may not assign this Promotion Agreement, by operation of law or otherwise, without our express prior written approval. Subject to that restriction, this Promotion Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Our failure to enforce your strict performance of any provision of this Promotion Agreement will not constitute a waiver of our right to subsequently enforce such provision or any other provision of this Promotion Agreement.
In the event of any conflict between this Promotion Agreement and the Operational Documentation or any other documents, this Agreement prevails.
Whenever used in this Promotion Agreement, the terms “include(s),” “including,” “e.g.,” and “for example” mean, respectively, “include(s), without limitation,” “including, without limitation,” “e.g., without limitation,” and “for example, without limitation.”
Any determinations or updates that may be made by us, any actions that may be taken by us, and any approvals that may be given by us under this Promotion Agreement, may be made, taken, or given in our sole discretion.
All non-public information provided by us in connection with the Promotion Agreement is considered confidential information, and you will maintain the same in strict confidence and not disclose the same to any third party (other than your affiliates) or use the same for any purpose other than your performance under Promotion Agreement, which restriction will be in addition to the terms of any confidentiality or non-disclosure agreement between the parties.