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You will use your best efforts to promote Our Sites in a manner that is consistent with good business industry practice and which does not reflect adversely upon or bring into disrepute our name, image or reputation and that of our Group, including the brands "PokerStars", "PokerStars Sports", "PokerStars Casino", "PokerStars Vegas", "FOX Bet", and "Full Tilt".

You will not, nor will any person on your behalf or with your permission or authority, explicit or implied, market or promote Our Sites to residents of the Prohibited Jurisdictions and no resident of any Prohibited Jurisdiction shall be permitted to become a Qualified Player. You agree to comply with all reasonable instructions received from us in relation to your activities in marketing and promoting Our Sites including, without limitation, any instruction received from us requesting you to post on Your Site s information regarding new features and promotions on Our Sites and any instructions such as style guidelines that we may issue in relation to the Licensed Materials generally.

You agree that you will neither offer nor provide incentives financial or otherwise to any Qualified Players or any potential Qualified Players without our prior written approval nor will you undertake any advertisement, promotion, instruction, exhortation, encouragement or incentivisation of any Qualified Player either to deposit or stake a specific amount of money or to gamble for a specific period of time and such practice shall also amount to fraudulent activity on your part for the purposes of Clause 4.

For the avoidance of doubt, we shall have the right to terminate these Terms on written notice and without any liability to you if, in our reasonable opinion, you are breach of the obligations set out in this Clause. When seeking our consent, you must identify each Sub-Affiliate and the websites that they intend to promote Our Sites on each a "Designated Sub-Affiliate Site".

We shall approve or reject your request for consent at our sole discretion and may consent to certain Sub-Affiliates but not others, or certain Designated Sub-Affiliate Sites but not others. Your Commission 4. Commission shall have the meaning given in clause 4. Fair Value Adjustments shall mean adjustments relating to: i the casino games available on the Combined Casino Sites; or ii the wagers made on the Betting Site, including as a result of: a any taxation, levy or similar mandatory payments levied or charged on turnover, deposit or similarly driven by player activity or activity volume, and b jackpots insurance contribution, where applicable, or similar adjustments as required such that any entitlement hereunder to any Revenue Share Commission shall be applied to the free amount available for apportionment after such adjustments.

Poker Expenses shall mean, with respect to poker games whether ring games or tournaments on the Combined Poker Sites, the aggregate of: i freerolls; ii bonuses or promotional amounts given to the player, including StarsCoin; iii uncollectible revenues including any charge-backs, payment reversals etc; iv applicable local taxes payable by us or our relevant Group entity at the rate in force on the date of due payment which shall include but not be limited to gaming taxes and Value Added Tax; v a fixed amount for legal, branding and operational expenditure as well as regulatory compliance and associated administrative costs; and vi reasonable payment processing services charges that are paid by us to third parties in respect of the players' deposits and withdrawals.

Rake shall mean the proportion retained by or on behalf of us or any of our Group entities from the Pot. Ring Game Hand shall mean those hands played at tables where the chips wagered represent fixed amounts of player funds that are purchased with player funds when the player begins play and are redeemed at the same rate at the end of play. Any Qualified Player's contribution to a Rake shall be determined by dividing the total amount that a Qualified Player has contributed to the Pot in any Ring Game Hand by the size of the Pot provided that, in circumstances where the Rake is capped once the size of the Pot equals a designated threshold, the size of the Pot for the purposes of calculating the contribution to the Rake shall be the size of the Pot when the designated threshold has been reached, regardless of the actual size of the Pot in that Ring Game Hand and multiplying it by the total Rake taken from that Pot in that Ring Game Hand regardless of the number of players dealt in such Ring Game Hand.

Threshold Commission shall mean, for each of Our Sites on a per-Site basis and in accordance with Clause 4. Tournament Fees shall mean the fees retained by or on behalf of us or our Group entities from the "buy-ins" paid by Qualified Players registering for a Tournament. Tournament Gross Revenue shall mean the sum total of the Tournament Fees paid by a Qualified Player while playing in Tournaments on software downloadable from Our Sites.

Value Added Tax shall mean value-added tax, any sales tax, or any other equivalent tax Wagers shall mean the total amounts wagered on i all casino games on the applicable Combined Casino Site s ; or ii on the Betting Site by a Qualified Player. Winnings shall mean the total amounts of winnings paid out to a Qualified Player from: i a casino game on the applicable Combined Casino Site; or ii any Wagers on the Betting Site. Subject to your compliance with these Terms and in particular to Clause 4.

Please note the provisions of Clause Without limiting our other rights and remedies, you will not be entitled to receive any Commission where we have reasonable grounds to believe that the relevant services, activities or marketing which would have otherwise resulted in such Commission being payable were carried out in a manner which was not in accordance with legal or regulatory requirements or these Terms. Your Commission: 4. For example, if the player opened a User Account on July 1st and completed all necessary criteria to become a Qualified PS Player thereinafter, Revenue Share Commission will be payable in respect of that player for the period up to and ending upon June 30th but will cease permanently upon that date and not be payable thereafter; and 4.

You will not be entitled to receive any Commission for a new User Account opened through a personal computer or mobile device including, without limitation, a desktop computer, portable computer, cellular phone, PDA, tablet, or any other type of cellular device now existing or devised in future each, a "Device" , if an User Account has previously been opened through use of that Device unless such new User Account was on a PS Site and the existing User Account was on a FT Site, or vice versa regardless of whether you are entitled to receive Commission for the User Account opened previously using that Device.

In the event that any one 1 or more Qualified Players are selected to become a member of "Team PokerStars: Pro" or "Team PokerStars: Online", you acknowledge and agree that with effect from the first day of the calendar month falling immediately after the date of such selection, the relevant Qualified Player s shall cease to be tracked by us as having been referred by you and you will no longer be entitled to receive any Commission in respect of such Qualified Player.

You acknowledge and agree that: 4. For the avoidance of doubt, for the purposes of calculating any Revenue Share Commission, the FT Gross Revenue will only include FT Gross Casino Revenue generated by players who became Qualified FT Players on or after the date on which casino games were made available on the Casino Sites for real-money play by the public in the jurisdiction where that player is physically present.

For the avoidance of doubt you should note that no Commission is payable on any PokerStars casino sites or domains. The Commission will be calculated and paid as follows: 4. You agree that our measurements and calculations in relation to the calculation and payment of Commission shall be final and not subject to review or appeal, save in the case of manifest error. We will account to you for the Commission due to you on a per-calendar month basis and pay you the Commission due in respect of any calendar month no later than thirty-one 31 days after the end of the calendar month in which the Commission arose.

For example, the Commission due to you in relation to the calendar month of June will be paid to you no later than 31st July You may choose the method of payment to receive your Commission through the Stars Affiliate Club site and this will determine how it will be paid to you each month subject to attaining the requisite Threshold Commission level.

You hereby acknowledge and consent to us using the personal information you supply to us to carry out all necessary due diligence checks on you as may be required by applicable law. We retain the right to review all Commissions for possible fraud on your part or on the part of any Qualified Player. In the event that we reasonably consider that fraud has occurred in relation to the generation of any Commission, we shall be entitled to withhold such Commission or set-off an appropriate amount from future payments of Commission.

From time to time, we may agree to pay you additional sums "Referral Fees" if you refer another affiliate each a "Referred Affiliate" to the Stars Affiliate Club Program. If we, in our sole discretion, agree to do so, a Referral Fee shall only be payable by us to you: a if you notify us in advance of the identity of the Referred Affiliate, b the Referred Affiliate is referred via the Tracker; and c the Referred Affiliate completes and sends and Application Form and has their application accepted by us.

Unless agreed otherwise, the amount of the Referral Fee payable to you shall be a per centage of the base amount being revenues less expenses on which the Revenue Share Commission as such defined term applies to the Referred Affiliate under the Terms and Conditions as apply to such Referred Affiliate payable to the Referral Affiliate is calculated the "Referred Affiliate Player Revenues". Unless agreed otherwise, the Referral Fee payable to you shall be 2.

All Referral Fees shall be paid at the same time and by the same method as the payment of your Commission. If at any time the Referred Affiliate ceases to be a member of the Stars Affiliate Club Program for whatever reason , we shall no longer be liable to you for any Referral Fees in respect of the Referred Affiliate.

If the Referred Affiliate breaches these Terms in any way at any time, we may withhold the payment of the Referral Fee to you at our sole discretion. Your Representations and Warranties 5. Home Games 6. Players can choose to compete in ring games and tournaments using Home Games, across a huge variety of poker variants allowing that player to experience the convenience, competition and fun in playing online games with people they know. Any use by you of Home Games should contribute to and be consistent with this philosophy of Home Games.

Player data, rankings, club statistics and many other game results "Data Tools" are provided via Home Games, all with the sole aim of furthering the user's social and competitive experience amongst friends or close community members. None of the Data Tools nor any information derived from such Data Tools may be used or provided to any Club Manager, Club Member or other third party for any financial benefit.

Intellectual Property Rights 7. We hereby grant you a limited, non-exclusive, non-transferable and revocable licence to use: i such Trade Marks solely in connection with the placing of the Link s and Marketing Codes on Your Site s ; and ii such Images on Your Site s for the purpose of promoting Our Sites.

We reserve the right from time-to-time to subject your usage of any Image or Trade Mark pursuant to the foregoing licence to such territorial or geographical limitations as we may in our absolute discretion determine on written notice to you. You are not authorised to modify or amend any of these Licensed Materials but you may re-size the Licensed Materials if you maintain the original ratios.

This licence may not be sub-licensed, assigned or otherwise transferred by you in any manner. In all cases you will be required and you hereby agree to transfer the domain name, search term, sub-domain name or Trade Mark as the case may be or the benefit of any application for them, free of charge, to any company we nominate. Until the relevant domain name, search term, sub-domain name or Trade Mark or application for the same is transferred to our nominated company, you will hold that asset for and on behalf of us or any nominated company in our sole discretion wholly and exclusively and you will not allow the relevant registration or application to lapse but will instead maintain it in accordance with our directions.

We may, at our sole discretion, withhold all Commission payments that may be due to you until the relevant intellectual property is vested in our nominated company to our satisfaction. You will not assert the invalidity, unenforceability or contest the ownership of the Licensed Materials or Trade Secrets in any action or proceeding whatsoever and shall not take any action that may prejudice any Group entity's rights in the Licensed Materials or in the Trade Secrets. All goodwill in the Licensed Materials generated as a result of your use of the Licensed Materials and in particular the Trade Marks under these Terms shall belong to us and you agree to execute any document necessary to transfer such goodwill to us.

Status and Taxes 8. Furthermore, you shall not hold yourself out as having any such relationship with TSG. However, expectations are that New York will overtake New Jersey to become the largest regulated online gambling market in The players In the online gambling market, we can separate two main parties. We have the operators and the software providers. Below I will give an overview of some of the key players in the iGaming industry. Online casino operators The operators usually trade for a higher multiple than the software providers and the main reason for this is that they are well-known by the public.

One thing to keep in mind is that DraftKings tried to buy Entain, but recently called the deal off. In the future, Entain could be a takeover target again and this could lead to sole ownership by MGM the company has a veto agreement for any NA takeovers and could leverage this for other purposes as well. Source: Q3 update Holdings Holdings is a holding company that was present before gambling was made pretty much impossible in However, the company returned in and ran 4 out of the 5 legal online casinos its largest brand is casino and in it acquired full ownership of the All American Poker Network.

Furthermore, after sports betting was legalized in the US, the company started offering sports betting as sports. In addition to serving the B2C market, the company also provides competitors and other interested parties with a platform called Dragonfish. Dragonfish provides customers the ability to establish an online brand themselves.

In my opinion, the company would do well to split the B2B and B2C segments as some companies might not want to work with them as they are competitors. Furthermore, the company might be able to come up with more creative solutions if their sole focus is on the production of the software. Nevertheless, for Holdings it might be more beneficial as their needs and wishes can be addressed more easily. However, some competitors have already split the B2B and B2C segments.

More information on Kambi and Aspire will follow under software providers. I expect that CZR continues to invest in its online presence and gain market share over online-only operators due to certain advantages they could offer over online-only operators, such as free nights in their hotel for large bettors. The company has a partnership with Barstool Sports for online betting and also runs its own online gambling operations. The company reported increases in market share in the largest three states New Jersey, Michigan, and Pennsylvania in its latest earnings report, but did lose out on a license to operate in the state of New York.

This will definitely have an impact on the company as New York is expected to be the most important legal state in the coming years most likely, until CA, FL and TX legalize sports gambling. A few months ago, the company also reported to have bought Score Media , a company focused on building a sportsbook.

This fits the company's strategy with an eye on vertical integration. However, for the foreseeable future, the company will remain with Kambi Group, as they still have a contract that went into effect in However, lately, it has seen its market share shrink.

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