Terms and Conditions

Last updated: 20 October 2024

An essential condition for website clients is to read and agree to the terms of use of the Internet portal services. You will not be able to use the services provided without prior Agreement.

The Hearts Partners Terms and Conditions («Agreement») is an agreement between Hearts Partners and the Publisher and/or Advertiser. This Agreement includes and combines the following terms and conditions (the «Terms and Conditions») together with the IO (as defined below) agreed between Us and You. They are outlined below, and you can read them now.

Please note the information below, which describes the Terms and Conditions. They aim to regulate your registration and further participation in the affiliate program developed and presented by Hearts Partners. The following usage options are allowed: Affiliate program, We, or Hearts Partners.

The terms and conditions set out important circumstances that each client needs to be aware of and remember under the Affiliate Program. The described provisions are mandatory. They must be complied with by each participant (both parties) who uses the website and its services. When opening an account, there is automatic confirmation that the user has read the Agreement, Privacy Policy, and other applicable laws.

Readers are advised that the Terms and Conditions are subject to change anytime. Innovations come into force from their publication on the official website. Hearts Partners can:

change the Terms and Conditions;
make certain additions;
suspend or terminate any aspect of the Affiliate Program.

It is the responsibility of the Advertiser and Publisher to regularly review any changes that may be made to the Terms and Conditions.

If you continue to use the Hearts Partners Affiliate Program after changes have been posted, such action indicates that you agree to all updates. If the Partner and/or Advertiser (Partner) disagrees with any changes, either party may terminate the Agreement following clause 20.

The execution by a person of this Agreement on behalf of a legal entity indicates confirmation of possession of the legal capacity and authority to bind such legal entity to this Agreement.

Publisher and/or Advertiser agrees to the Hearts Partners Privacy Policy and its current provisions to Publisher and/or Advertiser, subject to acceptance of this Agreement.

Upon approval of the Publisher's application by Hearts Partners to participate in the Affiliate Program, this Agreement comes into force. In this way, the Publisher's Account is confirmed, and as a confirmation action, a confirmation letter is sent to the Publisher's email.

This Agreement also comes into force when Hearts Partners approves the Advertiser's application for cooperation and confirms the second party's creation of an account.

Definitions

«Agreement» refers to the current Hearts Partners Terms and Conditions and the applicable Insertion Order. It is signed by Hearts Partners, the Advertiser, and/or Affiliate.

«Insertion Order» (IO)—This definition means the corresponding Agreement entered into between Hearts Partners and the Advertiser and/or Publisher. It is an integral part of the Agreement. IO includes details of such documents and components as regulations, Remuneration Models, Advertising Content and Marketing Channels, financial details, and other necessary information.

«Publisher» is an individual or entity approved by Hearts Partners to participate in the Hearts Partners Affiliate Program. The main task of the Partner is to promote the products and services of Hearts Partners and the Advertisers' Brands. Delivery of their products and/or placement of the Offer on its Media.

«Affiliate Program» is a proprietary web platform designed to advertise Hearts Partners. One is available at the specified address or in the mobile application. Hearts Partners provides the affiliate program.

«Publisher Account» is a personal account created by registering an Affiliate on the Site. It contains personal and corporate data, including information about using Services through the Site.

«Applicant» is an individual or legal entity wanting to participate in the Affiliate Program as a Publisher or Advertiser.

«Authorized person» is a person or entity given legal authority to act on behalf of another person or entity. Such powers may be publicized in a legal document (power of attorney, Agreement, Articles of Association, or law).

«Media means websites» internet pages, social media groups, accounts, and channels that belong to the Publisher. They are controlled or administered by the Publisher and/or (ii) email campaigns, social media campaigns, search engine advertising campaigns, or other campaigns conducted by the Affiliate following the rules and regulations of the applicable Agreement.

«Advertising content» is all content that promotes brand websites to:

(I) provided to the Publisher by Hearts Partners or on behalf of the company;
(II) created by or on behalf of the Publisher, provided that such content has been agreed upon in advance by Hearts Partners and has written confirmation thereof.

«Marketing Channel» is each channel through which an Affiliate periodically conducts distribution activities and makes Advertising Content available to end users. This may include publications on the website, email, mobile applications, SMS, push notifications, social networks, and other media (both online and offline). In this case, the condition must be met about email, SMS, push notifications, and social networks:

(I) the relevant channel has been approved in advance by Hearts Partners, and permission to publish has been confirmed in writing;
(II) any use of each Canadian by an Affiliate has been reviewed and agreed upon in writing by Hearts Partners in advance.

«Website» is the official Internet platform of Hearts Partners or its Brands (Advertiser Brands), including all possible variations of such a resource for competitive devices and proprietary applications associated with this Publisher. The official website of Hearts Partners and its Advertisers can be found on the stated Internet platform.

«Services» — marketing, and promotion of Brands based on Advertising Content through the Marketing Channel. The Contractor performs services in accordance with the current Agreement, taking into account possible changes that were made to the original version. An essential condition is fulfilling the Affiliate's terms and obligations under the current Agreement.

«Brand» means each iGaming product operated by or on behalf of Hearts Partners and/or Advertiser. This also includes those products that have not been launched but are in production.

«Tracking URL» directs leads and new customers to the Hearts Partners website and/or the company's advertisers. It attributes a specific person or new Client to Hearts Partners and/or the Advertiser per the current Agreement.

«Creative materials» are graphic, text, and/or other creative materials that promote Hearts Partners and/or the Advertiser, their Brands, products, and other Services. The Publisher can place them on various Media (preliminarily agreed upon).

«Advertiser» has entered into an advertising agreement with Hearts Partners to promote a specific brand, product, and/or service and/or placed an offer in the Hearts Partners affiliate program.

«Offer» means the terms and conditions of Hearts Partners and/or the Advertiser established for each advertising campaign. They are binding on the Publisher until the Publisher distributes advertising through the Advertising Content of such a company.

«Advertisement» is a banner, text, publication, or other product that includes creative elements and contains a link to the Hearts Partners and/or Advertiser landing page, official Brand pages, or other destinations. This also consists of the tracking URL hosted and displayed by the Publisher on its media properties.

«Lead» is a potential Client who is provided by a Publisher to Hearts Partners or its Advertiser and who has completed a certain action (filled out a form, provided an email address for subscription, made a deposit, etc.). Such actions are described in the relevant Proposal. The main condition is the legal use of the advertised products or Services. Clients' actions are coordinated with each Partner individually. They are based on the Assumption and the Reward Model.

«New Client» is an individual, an Internet user without a previous or existing account with Hearts Partners of his Advertiser, who:

(I) is entitled, following applicable law, to use the Services offered by Hearts Partners and/or its Advertiser;
(II) during the term of the applicable Offer, accesses Advertisers' Website, Brands' Website, or other destinations as designated in the Offer by following the Publisher's tracking URL from Publisher's Media;
(III) completes the registration process;
(IV) accepts and agrees to the Advertisers' Terms and Conditions and/or other legal binding agreements;
(V) creates a new user account with Advertiser after undergoing a preliminary identity and age verification process, after which such New client has been approved and accepted as a Advertisers Client;
(VI) makes the required minimum deposit into the account and/or performs other specified actions that were described in the Offer;
(VII) the deposit and/or payment has not been canceled, terminated, refunded or charged back, subject to other applicable terms, conditions, and requirements of the current Agreement and following the signed Offer.

«Remuneration model» is a specific remuneration payment mechanism (CPA, CPL, Revenue Share, or a combination of several options) described in the Offer and the Publisher's Account in relation to the signed Agreement.

«CPA» is the cost of acquisition of a New Client.

«CPL» — this concept refers to the cost per lead, a pricing method in which the Publisher receives a fixed fee for one lead.

«Revenue Share» is a compensation model in which Hearts Partners pays the Publisher a share of the net revenue earned and actually received by Hearts Partners and/or its Advertisers as a result of attracting a New Client. In this case, all requirements, restrictions, and provisions of the current Agreement are taken into account in accordance with the Offer.

The share of income is calculated according to a certain scheme, namely:

Affiliate Income – ((100% – Royalty) * (Bet – Winning – Promo) – (Deposits + Payouts) * 7.5%) * AFF%

The following concepts need to be considered here:

Deposits are the amount of deposits that the Client has made;
Payouts are the amount of withdrawals that the Client made;
7.5% is the commission that is charged for the transaction (Transaction fee);
AFF is the applicable commission rate.

«Hybrid» is a remuneration model that includes features of pricing methods such as CPA and Revenue Share.

«Brand promotion services» are services that promote advertisers' offers to Publishers in the latter's personal account on various Internet resources of the Affiliate Program. A bona fide company can provide them to the Advertiser.

«Marks» are trademarks, service marks, trade names, and other designations of a bona fide company and/or Advertiser or its products, goods, and services.

«Intellectual property rights» are any intellectual property rights of all types and natures. These include, without limitation, patents, copyrights, design rights, trademarks, trade dress rights, database rights, applications for any of the preceding, moral rights, know-how, trade secrets, domain names, URLs, trade names, or other intellectual property rights that have been registered or are subject to this process and that exist in any particular country or countries in different parts of the world.

«Login information» is the username and password the Publisher and Advertiser use to access their account. This data is created through the registration process and is used to securely log into the affiliate dashboard, where they can view earnings and referrals and manage account settings.

«Data protection legislation» is the Data Protection Act, which came into force in 2018. EU Data Protection Directive 95/46/EC, the Investigatory Powers Act, which was signed into law in 2000, the Telecommunications Regulations 2000 (SI 2000/2699), the Electronic Communications Data Protection Directive 2003, in each case amended edits, changes, and periodic replacements are included in it. Additionally, this consists of all applicable national implementing laws and guidelines and other similar laws in any jurisdiction, in each case as amended, modified, or otherwise.

«Prohibited material» is a concept that contains the following comp,onents:

I — pornography and explicit content;
II — any materials that promote sexual violence, descrimination based on gender, religion, nationality, and age, illegal activities, and disabilities;
III — illegal materials;
IV — viruses, logic bombs, or other material that is malicious or technologically harmful;
V — content that infringes or is alleged to infringe the Intellectual Property Rights of Hearts Partners and/or any affiliated companies, licensors, and other third parties;
VI — content that does not comply with the territorial laws where it is distributed.

«Referring Publisher» is a Publisher who may promote potential Hearts Partners Publishers under the terms of Sections 7 and 11 of the Agreement and has been approved as such by Hearts Partners in its sole discretion.

«Referred Publisher» is a person who has a previous or existing account with Hearts Partners who:

I — has completed the registration process;
II — agreed to and accepted the current Agreement;
III — accepted Hearts Partners as Publisher;
IV — complies with this Agreement and/or applicable laws;
V — has a valid Agreement with Hearts Partners.

«Fraud» is defined as actions that do not comply with the current Agreement. This may include the following situations:

I — actions that generate duplicate Leads or New Clients;
II — abuse of bonuses by the New Client;
III — activities that involve or result in the use of false or fraudulent information expired authorizations, insufficient funds, or identity theft;
IV — a chargeback or refund that the New Client made in respect of its original deposit;
V — a collision of the New Client with another third party on the Hearts Partners and/or Advertiser page, web resources of their Brands, and elsewhere;
VI — opening an account with Hearts Partners in violation of the current Agreement, the current Offer, and/or agreements with Hearts Partners and/or its Advertisers;
VII — the Offer or provision by Publisher or any third party of other incentives, including without limitation where a Lead or New Client is promised or offered any form of compensation or rakeback for visiting Hearts Partners.
VIII — creating or using a single link that was intended for use by a single customer;
IX — generating Leads through the use of automated robots, scripts, automated redirects, software, scrapers, frames, artificial or fraudulent means;
X — using deceptive methods to induce a person to click on an Advertisement and/or perform a particular type of action;
XI — carrying out advertising campaigns, the terms of which are obtained as a result of the Publisher with a member of the Hearts Partners team. Such collusion means an informal agreement to provide preferences about the financial aspects of advertising campaigns in exchange for receiving specific remuneration, services or assistance, a gift and/or another tangible or intangible benefit from the Publisher to a manager who is responsible for fulfilling the financial conditions for advertising campaigns;
XII— other actions of the Publisher, Lead, or New Client that are perceived as an action taken against Hearts Partners and/or the Advertiser, regardless of whether such action resulted in any harm or damage to the latter.

Registration in the Advertising Program and Publisher Account

An individual must apply and register for a Publisher account on the Hearts Partners website. This action will allow you to become a Publisher and participate in the Affiliate Program. From now on, such a person will be called the «Applicant».

An individual can apply provided that they have reached the minimum permitted age of 18 years or over. The minimum age may vary depending on the country where the Affiliate Program is conducted and where the company and/or Advertiser or Publisher are registered. Hearts Partners may conduct appropriate KYC checks on Applicants before accepting them to participate in the Affiliate Program. They may also confirm that the Publisher and/or its affiliates are not politically exposed and not included in sanctions lists (a list of high-risk jurisdictions and others are supervised by the Financial Action Task Force jurisdictions.

The Applicantees that Hearts Partners has the right to conduct KYC verification of the Publisher at any time during the Term, including repeated verifications of the Publisher or conducting an extended KYC verification following the requirements of applicable law upon registration in the Hearts Partners Affiliate Program. The Publisher undertakes to promptly comply with KYC requests that are put forward by Hearts Partners to be accepted into the Hearts Partners affiliate program and actively participate in it.

The applicant is allowed to open a publisher account with Hearts Partners. To do this, the first person must enter a valid email address, first name, and last name and create a strong password. Such data is referred to as «Login Data» and other information. Other information includes:

I — first and last name or company name;
II — Skype ID/other instant messengers and/or phone numbers;
III — information about the Publisher's media (the current domain name of the Internet site, which is currently under the control of the Publisher);
IV — payment details;
V — other information requested from Hearts Partners is to complete the consideration of a new client's application or pass the KYC check.

An applicant acting as a legal entity must provide Hearts Partners with a certain amount of information. This should include:

I — company name;
II — registered number;
III — registered address;
IV — information indicating the status of the Publisher's media (valid domain name of the site, etc.);
V — name of the authorized person who acts on behalf of the legal entity;
VI — other information that Hearts Partners prohibits from completing the application review process.

Once Hearts Partners has successfully reviewed an Applicant's application, the ApplApplicant will be notified of its acceptance or rejection into the Affiliate Program. Hearts Partners has the sole discretion to decide on an application under consideration and may reject it, especially in cases where the ApplApplicant observed misconduct. Hearts Partners reserves the right not to disclose the reasons for refusing to approve the ApplApplicant'slication. The latter waives any claims that are related to the application he submitted.

The Applicant can open a publisher account on the Hearts Partners website. To do this, you must enter a valid email address, first name, and last name and create a strong password. Additionally, you will need to provide the following information:

I — first and last name or company name;
II — Skype/other instant messengers ID and/or phone number;
III — Publisher's media data (the actual domain of the website that the Publisher controls);
IV — payment details;
V — the flow of information that Hearts Partners will request to complete the application review.

If the Applicant acts as a legal entity, he must provide Hearts Partners with the following information:

I — company name;
II — registered company number;
III — registered address of the company;
IV — information about the media owned by the Applicant;
V — payment details.

The Applicant/Publisher ensures that the information provided at the time of registration is accurate and up to date. The Publisher must notify Hearts Partners of changes in the information provided above.

Once the submitted data is successfully accepted, the Applicant receives Publisher status. From now on, he can change the information provided during registration. To do this, you need to update your account details and edit the Publisher's data. The second option is to contact Hearts Partners technical support.

The Publisher must not disclose its login information to third parties or allow anyone else to use it to log in. The Publisher is solely responsible for securing its login and authorization information.

Anyone who authenticates by entering current login information is considered a Hearts Partners Publisher. All transactions in which the authorization data has been entered correctly will be considered valid and attributed to the Publisher.

Suppose Hearts Partners discovers or believes on specific grounds that the Publisher has created more than one Account. In that case, Hearts Partners reserves the right to suspend duplicate accounts without prior notice to their holder. Repeated Publisher accounts will be canceled without refund of funds held in their accounts. Only one active Account will be assigned to the Publisher.

The Publisher is solely responsible for ensuring that it is in constant and uninterrupted compliance with the laws and regulations that govern the Publisher. Only under these conditions does the Publisher have the legal right to participate in the Affiliate Program.

Offers & Campaigns

Subject to this Agreement's terms and conditions and restrictions, Hearts Partners provides the Publisher access to offerings from Hearts Partners and its Advertisers.

Details of the Offer may be provided on the Publisher's account and/or on an insertion order form signed by the parties' representatives.

The Publisher will be able to launch a promotional campaign for each Offer provided that:

I — Hearts Partners has, in its sole discretion, approved the Publisher for a particular Offering;
II — The Publisher has accepted this Agreement.

Publisher understands and accepts that Hearts Partners is an affiliate of Advertiser and Publisher is a sub-affiliate of Hearts Partners. The Publisher is also subject to the terms and conditions of Advertisers and must acknowledge and comply with each Order accepted by this Agreement and the various rules and prohibitions of Advertisers described in the terms and conditions.

The terms and conditions of each Offer accepted by the Publisher when participating in the Affiliate Program are binding on and compliant with by the Publisher. The Offer may include the following data and information:

I — start and end date;
II — targeting (demographic, geographic, other), traffic indicators, or KPI indicators;
III — budget;
IV — conditions for using creatives;
V — definition of a lead or new client, including features about qualified and unqualified leads or new clients, or calculation of net income;
VI — remuneration model, which includes rewards for the lead and/or a percentage of net income for each new client;
VII — terms of payment;
VIII — restrictions on specific promotional methods or media and/or advertising;
IX — the action that the New Client must perform to receive the promised reward in the form of payment;
X — other conditions, requirements, and restrictions determined by Hearts Partners or its Advertisers.

At Hearts Partners' discretion, the Offer may be in the form of an Insertion Order signed by representatives of the parties.

Hearts Partners and/or Advertisers may change, modify, or cancel any terms of the Offers, in whole or in part, at their sole discretion. Unscrupulous/Advertiser is not obliged to notify the Publisher of any changes or cancellation of the Offer. The Publisher is solely responsible for regularly checking the Offers during changes and innovations published in the Publisher's Accounts. Any changes to the Offer are considered valid after they are published on the company's official website.

The Publisher's continued participation in the Affiliate Program following changes or updates will constitute the Publisher's acceptance of the revised Agreement. If the Publisher disagrees with the changes, he must immediately terminate his participation in the Affiliate Program.

Changes may vary. These may include, among other things, changes in the scope of available Offerings, rates, and payment procedures.

The Offer can also be changed at the Publisher's request with the mutual written consent of both Parties.

In the event of a conflict between this Agreement and the applicable Offer, the terms and conditions of the Offer shall prevail.

If the Publisher violates any terms and conditions of the Offer, this is automatically considered a violation of this Agreement on the part of the Publisher. In this case, Hearts Partners has the right to unilaterally terminate the Agreement, as specified in clause 20 of the current Agreement.

The Publisher agrees to work with bona fide persons and advertisers in full transparency and to provide such persons and advertisers with all necessary information that relates to the Publisher's activities, including promotion methods used to promote and direct traffic to the media and/or advertising.

Rights Granted to Publisher. Tracking URLs & Creatives Provided to Publisher

Hearts Partners provides the Publisher with tracking URLs. Additionally, the Publisher can receive:

I — Resources, recommendations, support, technical and integration assistance related to the Publisher's use of the Affiliate Program.
II — Creatives that can be integrated into advertising. The advertiser must or may display them in the media following the applicable terms and conditions of the relevant offer and this Agreement.

Hearts Partners grants the Publisher a non-excludable, non-transferable, and revocable right during the term of its participation in the Affiliate Program and subject to the restrictions outlined in this Agreement:

I — Promote Hearts Partners and its Advertisers' Brands, products, and Services to the Publisher's audience, users, potential clients, and Customers following this Agreement.
II — Post tracking URLs and creatives in advertising and media consistent with this Agreement solely to promote Hearts Partners and its Advertisers' Brands, products, and Services.

Publisher is not permitted to alter, modify, manipulate, or create derivative works of the Creatives or any graphics, creative, copy, or other materials of Hearts Partners or Advertiser that are owned or licensed to Hearts Partners or Advertisers in any way. If the Publisher does not obtain prior written consent from Hearts Partners for such manipulations, such actions are considered illegal and violate the terms of the current Agreement.

The Publisher may not change tracking URLs without Hearts Partners' prior written consent.

Suppose Hearts Partners determines that the Publisher's use of tracking URLs and creatives does not comply with this Agreement. In that case, Hearts Partners has the right to take specific measures to render the tracking URLs used by the Publisher inactive and require the Publisher to cease distributing advertising containing creatives immediately.

Hearts Partners may change, suspend, modify, or discontinue any aspect of the tracking URLs and creatives provided to the Publisher. Publisher agrees to promptly comply with any request from Hearts Partners to remove, change, or modify tracking URLs and/or creatives used by Publisher as part of the Affiliate Program.

Publisher's Responsibilities

The Publisher provides the Services per the current Agreement and the relevant Offer.

The Publisher provides services by all applicable advertising laws and regulations.

Hearts Partners is not responsible for offenses committed by the Publisher or Advertiser based on the provision of the Services. The Publisher and/or advertiser will pay any fines arising from the provision of the Services.

Suppose an Advertiser wishes to advertise Brand Sites through the Affiliate Network. In that case, it must first obtain written consent from Hearts Partners and/or the Advertisers and provide Hearts Partners with access to an account on the Affiliate Network platform through which all marketing of the Brand Sites will be available.

The Publisher must not advertise Hearts Partner brands and/or advertiser brands in countries subject to restrictions as specified in the Offer and must also comply with all local regulations on online gambling and partnership marketing.

The Publisher and Advertiser must comply with data protection laws. The Publisher is obliged to notify Hearts Partner of any changes or adjustments.

Publisher Campaigns

The Publisher must first submit the media and the proposed creatives to Hearts Partner for review and approval. Hearts Partner will notify the Publisher if the media and/or proposed creatives have been approved for use or rejected as inappropriate.

If the Publisher wishes to place tracking URLs and creatives in media or sites other than endorsements, the Publisher must request permission from Hearts Partner. If permission is granted, such alternative media or sites will be used for this Agreement.

The Publisher agrees that all expenses associated with the Publisher's activities under the current Agreement will be borne solely by the Publisher. Under no circumstances does Hearts Partner contribute to such costs.

The Publisher is solely responsible for:

I — accuracy, truthfulness, and appropriateness of materials to be published in the media;
II — any links that lead from the Publisher's media to other web resources, as well as for any content that can be found by following the links;
III — design, development, operation, and maintenance of the Publisher's media resources;
IV — for any use of Media that is not managed or controlled by the Publisher.

The Publisher must at all times have the express permission to:

I — use third-party materials that are protected by copyright or other proprietary rights in Media, Advertising, or as part of Creatives;
II — use any name, image, likeness, or other aspect of another Person's identity.

Hearts Partner is not responsible if the Publisher uses materials protected by copyright or other rights of third parties or violates the right of publicity or personal rights in violation of the law.

Restrictions for Media/Creatives/Advertising and Publisher Campaigns

Subject to this Agreement, the Insertion Order, and any Proposal, the Publisher agrees to ensure that the following items are never in violation of established standards:

Media materials, including all content and related materials;
Creative developments (except those provided by Hearts Partner or Advertiser);
Advertisements
Advertising and marketing campaigns;

This requirement applies to all business aspects, including attracting traffic, generating leads, and acquiring new clients. They should not:

I — target any person who is under the legal age to use Hearts Partner or Advertiser products and services by applicable law;
II — depict children or minors who gamble or believe that it is attractive to such persons;
III — portray gambling as a way to achieve success or as an opportunity to make a profit;
IV — contain exaggerated statements regarding the integrity of the Advertiser or its other Services, Brands, or products;
V — violate or reduce the rights of third parties: copyrights, trademarks, rights of privacy, and other rights;
VI — display, contain, or link to material that is harmful, threatening, offensive, obscene, sexually explicit, promotes violence, illegal activity, contains profanity, or contains other material that, in the opinion of Hearts Partner, is considered objectionable;
VII — make any representations, warranties, or other representations regarding Hearts Partner, its Advertiser, or any of its products, Brands, or Services. An exception will be a direct indication in the Offer;
VIII — provide inaccurate information about Hearts Partner and Advertiser marks, products and services;
IX — be misleading when comparing the Trademarks, goods, and services of a Reliable Company or Advertiser with the trademarks, goods, and services of competitors or create confusion between previously listed products and what competitors offer;
X — contain misleading information;
XI — refers to an individual by various means, including by voice, images, or graphical representations of the individual, unless a prior written agreement has been obtained from that individual;
XII — enable content blocking;
XIII — display fake errors or warnings to get the user to take action (warning about viruses, missing codecs, or damaged disks);
XIV — to be offensive or fraudulent;
XV — have the potential to mislead the public;
XVI — violate the law in other ways, violate the rights of third parties, or infringe on any applicable laws, including advertising or gambling rules of the country where the Advertiser and Hearts Partner are located, as well as the countries of its Brands and the Advertiser's Brands and/or countries where the Advertising is displayed.

Prohibited Competitive Advertising

This Agreement prohibits this, and the Publisher must refrain from:

I — Carry out contextual advertising in Internet search engines, using keywords related to the brand or trademarks of the advertiser. This includes spelling variations (typos, spaces, special characters, different spellings, or translations into other languages).
II — Register domain names or create mobile applications whose names, logos, or designs include Hearts Partner symbols, contain trade or trade names operated by Hearts Partner, in the opinion of Bona Fides, violate their intellectual property rights, may be mistaken for trademarks Hearts Partner marks, brands or logos.
III — Use meta tags with keywords on the Affiliate's website.
IV — Apply for or register: trademarks or Internet domain names, any trade names, designations or marks of Hearts Partner and/or its Advertiser, any spelling variations of the preceding (including misspellings, spaces, marks, symbols, other techniques or languages), any domain names, trademarks or service marks containing elements similar to the trade names, domains, designations and marks of Hearts Partner and/or its Advertiser for any goods or services in any country
V — Send or facilitate the sending of any form of spam.

Unsolicited Email Campaigns

Publishers agrees not to use unsolicited or spam messages sent electronically through any media, channel, application, or other means of communication to distribute Advertisements. The Publisher warrants that all media used and any associated marketing materials or communications are free of spyware, adware, or other unwanted threats and comply with applicable anti-spam laws at all times. Any emails, messages, or notices distributed by the Publisher directly or indirectly must:

I — not sent to people who have not expressly consented to receive promotional messages from the Publisher;
II — indicate the Publisher as the source of the message;
III — provide the recipient with the opportunity to easily opt out of receiving future mailings or promotions.

The Publisher must either use email or other communication templates provided by Hearts Partner or submit the final version of the email or other communication to Hearts Partner for approval before sending if it contains tracking URLs, creatives, or advertising. If Hearts Partner detects the use of spam, it may suspend the Publisher's account and withhold its deposits at its discretion.

Hearts Partner Rights

Hearts Partner has the right to monitor the media used by the Publisher at any time and determine whether the other party is complying with the current Agreement.

Hearts Partner may periodically, in its sole discretion, update the list of prohibited media or distribution channels and sources. All such media, channels, or other methods must be withdrawn immediately.

Hearts Partner may require the Publisher to cease distributing part or all of an Advertisement or on certain Media using a particular distribution method that Hearts Partner deems questionable. Once Hearts Partner makes such a request to the Publisher, Hearts Partner will have no obligation to pay the Publisher for any actions related to the subject of the request.

Publisher's violation of this Section, including improper use of Creatives or use of Creatives that Hearts Partner has not approved, will constitute a violation of this Agreement. Hearts Partner reserves the full right to immediately terminate this Agreement and retain any payments resulting from such action that would otherwise accrue to the Publisher at its own expense.

Other Activities Resulting in Unqualified Leads or New Clients

Advertisers and Hearts Partners have a zero-tolerance policy against fraud, invalid activity, and methods that artificially generate leads or New Clients. Hearts Partners and advertisers may use third-party fraud detection systems and monitoring tools to monitor such activity. The Publisher is prohibited from committing fraud using any person, means, device, or arrangement.

Regardless of the reason for such action, any Lead or New Client rejected by an Advertiser will be considered a «Non-Qualified» Lead. This also includes the following cases:

I — arises as a result of fraudulent activities;
II — does not meet any conditions of the Offer or has not fulfilled the preconditions that were set out in the Offer, for example, leads or clients not from the target location, users of a younger age as specified by Hearts Partner, or the Advertiser, key performance indicators, etc., have not been met;
III — related to the termination, closed, or expired offer.

Notwithstanding the generality of the above, a prospect or New Client is also considered inappropriate if he:

I — does not comply with other provisions of this Agreement, IO, or other applicable laws;
II - arises as a result of a violation by the Publisher of this Agreement or IO;
III — occurs when the Publisher violates this Agreement, IO, or other applicable laws.

Hearts Partner is not obligated to pay for qualified leads or New Clients. To avoid doubt, Hearts Partner is not obligated to pay for leads or new clients if the Publisher makes any misrepresentations in the Publisher's Account or violates the terms and conditions outlined in the current Agreement.

Advertiser or Hearts Partner makes all decisions regarding non-qualified activities at its sole discretion. If the Advertiser or Hearts Partner determines that the Publisher has provided Unqualified Leads or New Clients or traffic that the Advertiser or Hearts Partner reasonably determines to violate any term of the applicable Offer and/or this Agreement, or the Advertiser or Hearts Partner has received any complaints regarding participation Publisher in the Affiliate Program that the Advertiser or Hearts Partner reasonably believes violates the current Agreement, Hearts Partner may, at Hearts Partner's option:

I — temporarily freeze the Account for 30 days with the withholding of deposits;
II — terminate the Publisher Account and terminate the current Agreement;
III — require the Publisher to stop using creatives, tracking URLs, and advertising immediately;
IV — withhold all unpaid amounts or return funds to the Publisher's Account

Advertiser and/or Hearts Partner reserves the right to review all campaigns and activities of Publisher and Leads or New Clients for Fraud or other non-compliance on the part of users or the part of Publisher. Hearts Partner can withhold any payment accrued to the Publisher during checks until the check is completed. Suppose Hearts Partner determines that Fraud or other non-compliance has occurred. In that case, the Publisher shall not be entitled to receive any financial transactions from Hearts Partner that accrue to the Publisher due to such Fraud or other non-compliance.

Hearts Partner Referral Program

A Reffered Publisher can refer a new member by providing a particular link containing the referral publisher's unique ID. This ID will allow the latest member to register for the Hearts Partner Program. Hearts Partner must approve the Referring Publisher's receipt of such an ID.

Once a Referred Publisher is registered and approved by us, the Referring Publisher, who remains eligible to receive compensation under the terms of this Agreement, will receive a fee equal to 5% of the net revenue that the Referred Publisher brings to Hearts Partner each month. This net revenue is calculated after deducting advertising payments, rebates, taxes, and refunds. The remuneration is paid on a lifetime basis as long as the Referred Publisher generates income.

If net income received from a Referred Publisher is returned or refunded, the right to receive rewards for future net income from that Publisher is forfeited. Remuneration is calculated solely based on actual net income received.

Rewards are only paid if the referral is tracked by Hearts Partner's systems and associated with the Reffered Publisher through the link provided. If Hearts Partner's systems cannot track the referral, no reward will be paid.

Any reward received through fraudulent, illegal, or overly aggressive, questionable recommendations or marketing methods or in violation of this Agreement (including, but not limited to, the provisions of Sections 4-6) will be forfeited.

Any rewards will be forfeited if abuse of the Hearts Partner referral program is detected, such as multiple accounts created by one person or entity and associated with a single referral ID.

Publishers must comply with all applicable laws and regulations regarding marketing and advertising to ensure that no unsolicited or spam messages are used to promote referral links. Hearts Partner reserves the right to suspend or terminate the account of any Publisher if evidence of abuse, violation, or fraud is discovered.

For rewards to remain valid, all links and promotional materials must be submitted to Hearts Partner for review and approval before use. This is necessary to ensure they comply with Hearts Partner standards and requirements. Using unapproved materials or promotional methods may result in forfeiture of rewards and/or suspension of the Publisher's account.

In addition, Hearts Partners and advertisers may use third-party fraud detection systems and monitoring tools to monitor such activity. Suppose a Publisher is found to be using fraudulent or illegal methods to generate leads or New Clients. In that case, Hearts Partner reserves the right to revoke all related rewards and terminate its relationship with such Publisher.

It is important to note that violations or abuse may result in immediate sanctions, including forfeiture of rewards and account closure. Hearts Partner is committed to maintaining high standards of integrity and ethics in its affiliate program, and any attempts to cheat or violate will be dealt with in the strictest possible manner.

Thus, compliance with this Agreement's terms and requirements and an honest and transparent approach to promotion and work within the Hearts Partner Affiliate Program are critical factors for successful long-term cooperation.

Publisher Statistics

The Publisher will work with Hearts Partner to enable the Company to track leads or new users directed to Hearts Partner and advertiser websites, their brand sites, or other designated locations. To ensure accurate tracking, reporting, and billing, the Publisher must ensure the tracking URLs are correctly formatted and provided directly to Bona Fides. The Publisher is expressly prohibited from changing the provided tracking URLs.

Hearts Partner will provide the Publisher with statistics from advertisers or third-party providers. The Publisher will be able to view the statistics in their account. Hearts Partner will provide the Publisher with information regarding the number of leads and/or New Clients generated by the Publisher in connection with each offer or referral publisher, as well as accrued payments.

The Publisher understands that Hearts Partner's online statistics may not be completely accurate in real-time and should be used subject to possible variations. Therefore, it is recommended to periodically check the statistics and consult the data to ensure they are correct.

For successful cooperation, the publisher must strictly follow the instructions and track URL formats. Any attempts to change or use unauthorized URLs may result in tracking errors, incorrect reporting, and billing issues.

In addition, Hearts Partner reserves the right to review and monitor the use of tracking URLs to prevent possible violations and abuse. Publishers are advised to regularly check their accounts for any changes or updates related to the Hearts Partner Program.

Therefore, ensuring accurate tracking and reporting is critical to successfully collaborating between the Publisher and Hearts Partner. Compliance with all terms and conditions regarding tracking URLs and regularly updating and checking statistics will help avoid possible misunderstandings and problems with billing.

The Publisher must understand the importance of accurately and correctly using the provided tracking tools and resources. Cooperation with Hearts Partner requires compliance with all instructions and conditions to ensure transparency and efficiency of the affiliate program.

If there are any questions or problems related to tracking or reporting, the Publisher is encouraged to contact Hearts Partner immediately for prompt resolution. This will help maintain high trust and cooperation between the parties and ensure the affiliate program's smooth functioning.

Payments

Subject to the terms of this Agreement, Hearts Partner will pay the Publisher compensation for:

I — leads and/or New Clients following the compensation model and the applicable Offer;
II — attracted publishers.

To calculate the Reward, Hearts Partner will consider the turnover received through the tracking URLs and record the total amount of the Reward received. The information stated is based on data provided by advertisers, and calculations are made based on this data at the sole and final discretion of Hearts Partner without any possibility of review or appeal.

The Publisher agrees and acknowledges that:

I — Turnover generated from leads and New Clients may be subject to adverse carry-forward provisions, deductions, deferred payments, and other provisions that may affect rewards. Payment of rewards to the Publisher may be withheld to reflect or be adjusted to exclude any amounts refunded or credited: claims, demands, reimbursements, card chargebacks, and other amounts that arose as a result of restricted, invalid, fraudulent, and other Non-Qualified Activity as defined in the current Agreement and applicable Regulations.
II — At the sole discretion of Hearts Partner, negative balances of Affiliate commissions are reset to zero at the end of each month, except negative balances of commissions received by «Big Players», which are written off. Thus, to protect the potential income of the Affiliate from possible negative results of the activities of Major Players, Hearts Partner adopts a Policy regarding such users.
III — Hearts Partner will only pay for leads and New Clients tracked by its system and associated with the product tracking URL. Payment will not be processed if Hearts Partner's systems cannot track the lead or New Client.
IV—Advertisers may change any payout rate or cancel an Offer in whole or part at their discretion, which may result in withholding or adjusting Reward payouts.
V — Hearts Partner receives payments from the Advertiser and is not responsible for any delay in payment of Remuneration to the Publisher if any delay in payment by the Advertiser causes such delay.
VI — Hearts Partner will pay Rewards to Publishers from funds physically received by the company from the Advertiser who initiated the relevant Offer. Hearts Partner will have no payment obligation to the Publisher unless the Advertiser has remitted sufficient payments to cover amounts otherwise due to the Publisher.
VII — If any Advertiser whose Offer has been fulfilled by the Publisher fails to pay Hearts Partner and Hearts Partner has paid the Reward associated with such Offer, Hearts Partner may withhold any further payment of an equal amount or return funds to the Publisher's account.
VIII — All internal currency conversions will be made based on Hearts Partner Bank's current exchange rates.

The calculation of Remuneration may be delayed for up to 90 days due to, but not limited to, the following obligations:

I — The Advertiser checks the lead, new client, or attracted Publisher, including for fraud.
II — The acceptable terms of the Offer require such a delay.

In addition to other rights and in-game remedies, Hearts Partner may:

I — Withhold and offset all payments due to the Publisher against any amounts owed by the Publisher in good faith (which were obtained due to fraud).
II — Require the Publisher to reimburse the heart partner within 30 days of notification for any amounts the heart partner may have overpaid the Publisher in prior periods.

If the Publisher does not withdraw the generated turnover within more than 180 days from its occurrence, Hearts Partner has the right to withhold such turnover in its favor.

The Publisher is solely responsible for checking the balance of turnover on the Publisher's Account and the conditions for withdrawing payments.

At the Publisher's request, Hearts Partner may return the entire withdrawn amount to the balance of the Publisher's Account.

Hearts Partner accepts payments from Advertisers for Brand promotion services. The relationship between Hearts Partner and the Advertiser for the provision of Brand promotion services is governed by a separate agreement.

The Advertiser's account displays information on tariffs and billing procedures for brand promotion services between Hearts Partner and the Advertiser.

Money Transfers

Payroll is calculated every two weeks, and payments are made with a delay of two weeks but no later than 45 days after the end of the calendar month. Reward payment processing may take ten minutes to five days if Hearts Partner or relevant third parties require additional checks.

Payments to the Publisher will not be made unless all payment details are completed in the Publisher's Hearts Partner account. This includes, but is not limited to, the following information for bank transfers: beneficiary name, beneficiary address, account number, bank name, bank address, and SWIFT. The Publisher is responsible for ensuring that its Hearts Partner account's contact and payment information is accurate, complete, and current.

Hearts Partner is not responsible for delays or non-receipt of payments where incorrect or incomplete payment details are provided and will not refund such payments to the Publisher. The Publisher will bear all costs resulting from inaccurate or incomplete payment details, including returned payments, data correction, payment redirection, and payment investigations. Additional fees may apply for payment corrections, redirects, and investigations.

Unless otherwise agreed by Hearts Partner, the Publisher may not enter into agreements with third parties under which such parties will receive payments intended for the Publisher from Bona Fides. Publisher agrees that it will be responsible for any fees associated with payments made by Hearts Partner, including costs from banks, payment providers, intermediaries, and its own bank or payment provider. For example, payments made by bank transfer will be reduced by Hearts Partner's bank fees for outgoing transfers, intermediary bank fees (if applicable), and Publisher's bank fees for incoming transfers. The same goes for other payment methods.

Hearts Partner will charge a service fee on each payment, and applicable fees are described in the dedicated section of the Publisher's account. All bank transfers and electronic payments will be made in USD or EUR at Bona Fides' discretion. If the payment currency differs from the statistics currency, the exchange rate specified by Hearts Partner Bank for conversion is used.

The Publisher is responsible for any taxes and duties arising from the transaction. Hearts Partner may deduct such amounts from the Publisher's balance to comply with applicable laws. If the Publisher wishes to dispute any payment made or withheld under this Agreement, it must notify Hearts Partner in writing within five days of such payment being made. Failure to notify Hearts Partner within the specified period will result in irrevocable acceptance of the amount due for the relevant period.

Thus, accurate and timely provision of payment details and compliance with all terms and requirements of this Agreement will ensure successful and uninterrupted interaction between the Publisher and Hearts Partner.

Policy For Big Players

As part of the Affiliate Program, the following Policy applies to significant players. Negative or positive commission income received in any month by any client that Hearts Partner, in its sole discretion, designates as a «High Player» will be carried forward and deducted from future commission income received by the same High Player referred by the partner. Determining the criteria for classifying a client as a «Major Player» and activation is carried out solely at the discretion of Hearts Partner. Hearts Partner's sole responsibility in this regard is to notify the partner of the categorization of any client referred by the partner as a Major Player. The criteria for determining a Major Player are as follows:

a) If in any month within 30 calendar days, the client generates gross gaming revenue (GGR) of at least $15,000, a deposit of at least $40,000, or a withdrawal of at least $ 20,000 US dollars, then such a client will be considered a significant player;
b) If one of the above criteria is met, then the negative or positive commission income received by the primary player will be carried forward and deducted from the future commission income received by that major player;
c) Negative balances carried forward cannot be offset against positive commission income of other clients;
d) The major player will be isolated (fenced or temporarily removed) from the pool of partner players. High Player Income will be paid every 45 calendar days from the date the player is classified as a High Player, subject to the terms in Section 15 of the Agreement. Income from that particular customer will not affect the total amount due from other customers during the billing period.

As such, Hearts Partner applies strict criteria to identify and manage significant players within the Affiliate Program. This ensures that commission income from such clients is correctly recorded and processed by established rules.

Publisher Verification

The Publisher's account name must match the Publisher's natural and legal name and the name on the bank or payment accounts used to receive payments. Hearts Partner may request confirmation of an individual's identity, address, and payment account anytime. This may include copies of a valid passport or ID, a recent utility bill (not more than 3 months old), and a copy of a recent bank account or payment account statement associated with the specified payment method (no more than 3 months old).

If the Publisher is a legal entity, Hearts Partner may request articles of incorporation, information sufficient to identify the corporate or business entity, its reputation, the authority of the Publisher's representative to act on its behalf, and a copy of the most recent bank or payment account statement associated with the method. Payment (must be no older than 3 months).

If the Publisher fails to provide the requested documentation or Hearts Partner is unable to satisfactorily verify the Publisher's identity, address, and payment account within a reasonable period as determined by Hearts Partner, the Company reserves the right to:

Hold the balance in the Publisher's account until the verification process is completed.
Cancel any or some of the Publisher's leads and/or new clients and freeze its account.
Suspend or close the Publisher's account and terminate this agreement.

These measures aim to ensure the security and transparency of all transactions through the Hearts Partner platform. Therefore, publishers must promptly provide all necessary information and documentation to verify their identity and the relevance of their data. This also helps Hearts Partner prevent possible fraudulent activities and protect all affiliate program participants.

Therefore, following the verification rules and providing accurate information is crucial to successful cooperation with Hearts Partner. Publishers committed to keeping their accounts in good standing should be mindful of these requirements and keep their information current to avoid potential delays or payment issues.

Intellectual Property Rights

Hearts Partner retains all rights in and to the Affiliate Program, including copyrights, trademarks, patents, derivative works, modifications, advertiser listings, algorithms, taxonomies, trade secrets, and other intellectual property rights. The exceptions are cases expressly specified in this Agreement. The Publisher is not granted any rights to the Marks, service marks, trade names, copyrights, patents, or trade secrets of Hearts Partner or any other intellectual property or proprietary rights.

The Publisher is prohibited from using Hearts Partner's trade names, designations, and trademarks except as permitted by the Agreement. Publisher agrees that Hearts Partner may use any suggestions, comments, or recommendations provided by Publisher without any compensation.

These provisions protect Hearts Partner's intellectual property and legal compliance within the Affiliate Program. Publishers must know the importance of meeting these requirements for successful and long-term cooperation.

Confidentiality

Hearts Partner may disclose to the Publisher information relating to the Affiliate Program that it considers confidential («Confidential Information»). Confident Information includes business and financial information, customer and supplier lists, and any information designated by Hearts Partner or Advertisers as confidential.

The Publisher undertakes not to disclose Confidential Information and use it exclusively within the framework of the Affiliate Program. Information must remain confidential and not be used for the Publisher's business purposes unless it is publicly known or required by law.

Hearts Partner has the right to make public statements about the Agreement without the consent of the Publisher. Publishers may not publish statements, press releases, or announcements about the Agreement, Advertisers, or Offers without the written permission of Hearts Partner.

Duration and Termination

The Agreement comes into force upon registration and approval of the Publisher's application to participate in the Affiliate Program and remains valid until its termination. Either party may terminate the Agreement at any time by giving the other party 7 days' notice of termination, with or without cause, unless otherwise provided.

Hearts Partner has the right to suspend the Publisher's Account or its participation in the Offer and terminate the Agreement in case of violation of the conditions specified in other sections of the Agreement. If termination occurs due to the Publisher's violation of terms or laws, the Publisher will not be entitled to receive payments or rewards earned up to the date of termination.

Remuneration under the «lifetime» income distribution model will also terminate if:

I — Advertiser delays or stops payments to Hearts Partner;
II — The advertiser discontinues the product or service;
III — The advertiser faces prohibitions on the sale or distribution of its product or service;
IV — Hearts Partner sells or ceases its activities;
V — Hearts Partner closes the Affiliate program.

Hearts Partner can withhold the Publisher's final payment to verify the correct amount. If the contract for services with the Publisher or Advertiser is terminated, Hearts Partner will return the cost only upon total compensation of the losses incurred.

Upon termination of the Agreement, the Publisher must immediately cease using and remove all tracking URLs, advertising, creatives, and any branding or properties owned or provided by Hearts Partner. Termination does not relieve the Publisher from liability for violations of the terms or applicable law.

All provisions that should survive termination shall survive termination, including warranty disclaimers, indemnity, limitations of liability, and confidential information.

Representation

Each party confirms that the person signing the Agreement can act on its behalf.

The Publisher guaranty Partner that:

I — If the Publisher is an individual, they are at least 18 years old at the time of entry into force of the Agreement;
II — The person who signed the Agreement has the authority to act on behalf of the Publisher and the Publisher's obligations;
III — The Publisher has the right to enter into an Agreement and has all rights to use its Media;
IV — Publishersher has allPublisherssary rights to promote by any means;
V — The Publisher will conduct advertising activities according to all laws and regulations, including those specific to gambling in the target countries;
VI — Advertising, creative (unless provided by Hearts Partner or advertiser), Media, and promotional methods of the Publisher do not violate the rights of third parties or Hearts Partner;
VII — The Publisher is solely responsible for all Media and promotional methods.

Compensation for Damage

Publisher agrees to defend and indemnify bona fide advertisers, their owners, shareholders, subsidiaries, affiliates, customers, suppliers, and their officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable attorneys' fees, arising from or related to:

I — Publisher's access to the affiliate program or participation in it;
II — Violation by the Publisher of the terms of the Agreement;
III — Publisher's violation of applicable laws, rules, or regulations;
IV — Violation of the rights of third parties, including intellectual property, publicity, confidentiality, property or privacy rights;
V — Claims related to media, advertising, or creatives (unless provided by Hearts Partner or the advertiser), including the content of such media, advertising, or creatives.

Disclaimer of Warranties

The Affiliate Program, Creatives, Tracking URLs, and Hearts Partner Services are provided to the Publisher on an «as is» basis. Hearts Partner disclaims all warranties, express or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising from a course of dealing, usage, or trade. Hearts Partner does not warrant that the services listed will meet the Publisher's requirements or be completely error-free or uninterrupted. There is also no guarantee of receiving any specific reward amount.

Limitations of Liability

IN NO EVENT SHALL HEARTS PARTNERS BE LIABLE FOR ANY UNAVAILABILITY OR INOPERABILITY OF AFFILIATE PROGRAM, CREATIVES, TRACKING URLS AND HEARTS PARTNERS's SERVICES PROVIDED IN CONNECTION WITH THIS AGREEMENT, TECHNICAL MALFUNCTION, COMPUTER ERROR, CORRUPTION OR LOSS OF INFORMATION, OR OTHER INJURY, DAMAGE OR DISRUPTION OF ANY KIND BEYOND HEARTS PARTNERS's REASONABLE CONTROL. IN NO EVENT WILL HEARTS PARTNERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PERSONAL INJURY, DEATH, SPECIAL OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO, LOSS OF PROFITS OR LOSS OF BUSINESS OPPORTUNITY, EVEN IF SUCH DAMAGES ARE FORESEEABLE AND WHETHER OR NOT HEARTS PARTNERS HAS BEEN ADVISED OF THE POSSIBILITY THEREOF. HEARTS PARTNERS's CUMULATIVE LIABILITY TO PUBLISHER, FROM ALL CAUSES OF ACTION AND ALL THEORIES OF LIABILITY, WILL BE LIMITED TO AND WILL NOT EXCEED THE AMOUNTS PAID TO PUBLISHER BY HEARTS PARTNERS DURING THREE (3) MONTHS IMMEDIATELY PRIOR TO SUCH CLAIM.

Jurisdiction

This Agreement and any disputes arising out of or in connection with it shall be governed by the laws of the country where Hearts Partner is registered. This does not limit Hearts Partner's right to bring claims against the Publisher in other competent courts, and the filing of claims in one or more jurisdictions does not prevent the filing of claims in others by the laws of such jurisdictions.

Publisher irrevocably waives any objection to the venue of any action, proceeding, or proceeding arising out of this Agreement in any jurisdictions specified or any claim that such jurisdictions are inconvenient for such matters.

Miscellaneous

Relationship. The Publisher and Hearts Partner act as independent contractors. This Agreement does not create a partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties. The Publisher does not have the authority to act on behalf of Hearts Partner or accept any offers or statements on its behalf.

Notifications. All notices and communications required by this Agreement must be in writing and sent to Hearts Partner via email or other electronic means specified in the Agreement, Offer, or Publisher Account. The Publisher shall also provide all notices to the email address specified in its Account.

Consent to receive communications electronically. Sides:

I — Agree to receive communications from each other electronically;
II — Confirm that this Agreement and all related documents satisfy the legal requirements if they were in writing.

Broadcast. Publishers may not assign this Agreement or its rights and obligations hereunder, in whole or in part, without the prior written consent of Hearts Partner. Any assignment or delegation without such consent will be void. Hearts Partner has the right to assign this Agreement and its rights hereunder without the permission of the Publisher.

No refusal. Failure to exercise or delay any legal right or remedy shall not constitute a waiver.

Divisibility and integration. This Agreement constitutes the entire Agreement between the Publisher and Hearts Partner, superseding all prior agreements. Suppose any part of the Agreement is held invalid or unenforceable. In that case, it will be interpreted consistent with applicable law to reflect the parties' original intent, and the remaining provisions will remain in effect.