Terms of Service

PLAYDRAFT.COM AFFILIATE PROGRAM TERMS AND CONDITIONS

This marketing affiliate agreement (this “Agreement”) sets out the complete terms and conditions between StarStreet, LLC, having a business address of 217 W 21st St, 2nd Floor North, New York, NY 10011 ("Draft"), and you, regarding your Application to participate as an affiliate (“Affiliate”) in the Draft affiliate program (“Affiliate Program”).

It is important that you read and understand this Agreement. By completing an application to join the Affiliate Program you are – subject to Draft’s approval of your application – agreeing to the terms and conditions of this Agreement. If you do not agree to the following terms and conditions (*or are not authorized to do so) you should discontinue your application.

This Agreement replaces all previous terms and conditions relating to the Affiliate Program or any previous affiliate program offered by Draft. You agree that this Agreement supersedes all previous agreement you have had with Draft or any Group Company (as defined below).

  1. LICENSE.
    1. In consideration of you making the Links available on the Internet Site and subject to the terms and conditions of this Agreement, Draft will procure that you are granted a non-exclusive, non-transferable, non-sublicenseable, revocable license to use the Links on the Internet Site solely for the purpose of introducing Referred Customers to the Website and in accordance with such other limitations and restrictions as set out in this Agreement.
    2. It is a condition of this Agreement that you will not do any of the following:
      1. display the Links other than on the Internet Site;
      2. display the Code in any offline media without Draft’s prior written approval;
      3. display data from the Links via any electronically accessible medium other than the Internet Site without the express written consent of Draft;
      4. market the Links or the Internet Site to patrons who are reasonably likely to be physically present in or legal residents of any Excluded Jurisdiction;
      5. do anything that would cause Draft to believe that a Referred Customer has clicked through the Links to register for an account when that is not the case, sometimes referred to as ‘cookie stuffing’; or
      6. use the Links or Code in a way which proves or is likely to be detrimental to Draft in any way.
  2. YOUR REPRESENTATIONS, WARRANTIES AND COVENANTS.
    1. You hereby represent, warrant and covenant to Draft, and acknowledge Draft’s material reliance thereon in evaluating your Application, as follows:
      1. You have full capacity and authority to enter into this Agreement and any other documents executed by you that may be associated with this Agreement;
      2. You will at all times conduct itself with all due skill, care and diligence, including Good Industry Practice, and in accordance with its established procedures and all applicable laws, enactments, orders, regulations and other similar instruments;
      3. You will at all times comply with Draft's security guidelines and requirements as may be issued by Draft from time to time;
      4. All information you provided in your Application is correct and that you will notify Draft promptly of any changes;
      5. You will promptly change the address of the Internet Site on request by Draft;
      6. You will keep confidential and not allow anyone else to use your login and password credentials for the Affiliate Program Site;
      7. You will not use or register any domain name for the Internet Site or otherwise that uses Draft IP or IP confusingly similar to Draft IP;
      8. You will not place the Links on any part of the Internet Site which may be aimed at people under 18 years of age;
      9. You will not directly or indirectly offer any potential Referred Customer any incentive (including payment of money or other benefit) to use the Links or Code;
      10. You have obtained and will maintain in force all required registrations, authorizations, consents and licenses to enable you to fulfill your obligations under this Agreement and that you will fully comply with all applicable laws and regulations including any advertising codes;
      11. You will comply, and will ensure all of employees, principals and agents comply, with all Applicable Law, including any advertising codes;
      12. The Internet Site will not contain any material which is defamatory, violent, pornographic, unlawful, threatening, obscene or racially, ethnically, or otherwise discriminatory or in breach of any third party rights and will not link to any such material;
      13. You will not seek to challenge the validity of IP belonging to Draft or any Group Company;
      14. You will use all reasonable endeavors to display the Links and Code on the Internet Site without interruption for the duration of this Agreement;
      15. You will ensure that all communications originating from you relating to Draft make it sufficiently clear that such communications are sent by and on behalf of you and not from or on behalf of Draft;
      16. You will not edit, alter or amend any marketing, promotional and/or creative materials which have been produced by or on behalf of Draft;
      17. You will not encourage or assist any potential Referred Customers to breach any terms and conditions agreed to when opening an account with Draft or a Group Company;
      18. You will not, and you will not encourage or assist any Referred Customers to, engage in behavior which in Draft’s reasonable opinion breaches the terms or abuses the spirit of a promotion, competition, tournament or offer operated by Draft or any Group Company;
      19. You are not and have never been engaged in any activity, practice or conduct which would constitute a felony or lesser criminal offense involving fraud, dishonesty or a lack of moral turpitude;
      20. You have never been the subject of any investigation, inquiry or enforcement proceedings by any governmental, administrative or regulatory body or any customer regarding any felony or lesser criminal offense involving fraud, dishonesty or a lack of moral turpitude, and no such investigation, inquiry or proceedings have been threatened or are pending and there are no circumstances likely to give rise to any such investigation, inquiry or proceedings;
      21. You will promptly inform Draft of any suspected breaches that may be reasonably likely to be detrimental to Draft;
      22. You will not register any domain names or register keywords, search terms or other identifiers for user in any search engine, portal, sponsored advertising service or other search or referral service that incorporate terms which are identical or similar to ‘Draft’ or any other IP owned or licensed by Draft or any Group Company;
      23. You will at all times comply with guidelines for the use of IP owned or licensed by Draft or any Group Company as may be issued by Draft from time to time; and
      24. You will not optimize web pages for the search term “DRAFT PROMO CODE” or similar terms and variants. Banned tactics include, but are not limited to, using the words "PROMO", "CODE", "BONUS", or "COUPON" in page and article titles, headers, URLs, meta descriptions or backlinks.
    2. You agree that:
      1. Neither you nor any Immediate Family may become Referred Customers and no Affiliate Payments will be made in connection therewith; and
      2. Draft may monitor the Internet Site to ensure Affiliate complies with the terms of this Agreement and Affiliate shall provide Draft with all data and information – including passwords – to enable Draft to perform such monitoring at no cost to Draft.
  3. AFFILIATE PAYMENTS.
    1. In consideration of the continued display of the Links and the Code and introducing Referred Customers to the Website, Affiliate shall receive a one-time thirty dollar ($30) bounty (the “Bounty”) per each Referred Customer introduced to the Website during such calendar month. The Bounty may only be earned in respect of eligible individuals who fall plainly within the definition of Referred Customers. The Parties agree and understand that the Bounty set forth in this Section 3(a) shall be the only form of Affiliate Payment payable under this Agreement. For the avoidance of doubt, only Affiliates are entitled to receive any Affiliate Payment. You will not be deemed an Affiliate under any circumstance unless and until Draft approves your Application in its sole discretion.
    2. Affiliate Payments will be paid in US Dollars and will not be paid into any Draft account. Affiliate shall be solely responsible for payment of any and all taxes arising from any Affiliate Payments.
    3. Affiliate Payments will be paid in arrears on a monthly basis, typically within 10 days of the beginning of the subsequent month; provided, that each Affiliate must generate Bounties equal in aggregate amount to at least one hundred dollars ($100) before Draft is obligated to make any Affiliate Payment under this Agreement in respect of such Affiliate. In the event that this Agreement is terminated prior to you generating Bounties equal in aggregate amount to at least one hundred dollars ($100), Draft shall pay you whatever Bounties you have generated (and have not received as Affiliate Payments) prior to such date of termination.
    4. In the event that a Referred Customer:
      1. has been introduced in breach of any term of this Agreement;
      2. pays an entry fee using funds that are subject to a chargeback or which is reversed for any other reason;
      3. opens an account using a promotional code which Affiliate has promoted and which is either expired or has not been approved by Draft for Affiliate to promote;
      4. fails any identity or credit checks carried out by Draft or on its behalf;
      5. is suspected by Draft of (x) acting in breach of the terms and conditions governing his/her account, real money daily fantasy contest transactions, and/or any marketing promotion; or (y) any fraudulent or dishonest activity;
      6. has their account closed within 30 days of the account opening;
      7. becomes known to Draft as a person who does not properly fall within the definition of a “Referred Customer”, being a person who had already opened an account with Draft or a Group Company at the time he/she opened an account by using a Code or by clicking on the Links on the Internet Site;
      8. accessed the Website while physically present in an Excluded Jurisdiction; or
      9. is under the age of 18, then

        Affiliate shall not receive any Affiliate Payment in respect of such Referred Customer. In the event that any such Affiliate Payment has already been made to Affiliate in respect of such Referred Customer in contravention of this Section 3(d), Affiliate shall promptly repay the full amount of such Affiliate Payment (“Recalled Affiliate Payment”) upon receipt of notice therefor. Draft may, in its sole discretion, set-off any Recalled Affiliate Payment against any future Affiliate Payments until such Recalled Affiliate Payment is fully recouped by Draft.

  4. INVESTIGATIONS & LICENSURE.
    1. Draft may, in its sole discretion, require you to submit to Draft certain information in conjunction with a diligence investigation of you, to be conducted at Draft’s sole expense (a “Diligence Investigation”).
    2. You agree to timely provide all information requested by Draft in connection with a Diligence Investigation and any other forms or reports and maintain all licenses required to be filed or maintained pursuant to Applicable Law. In addition, you agree to provide Draft with any information which it, in its sole and absolute discretion, deems necessary to (i) enable any Group Company to file any required reports and (ii) maintain any licenses of any Group Company required to be filed or maintained pursuant to Applicable Law.
    3. You agree that if Draft determines, in its sole judgment, (i) that you or any of your officers, directors, employees, agents, designees or representatives is or might be engaged in, or is or might about to be engaged in, any activity, or is or has been involved in any relationship which does or could jeopardize any Group Company businesses or licenses that it holds or will be obtaining; (ii) that the existence of this Agreement jeopardizes or may jeopardize any Group Company’s businesses or licenses  or (iii) if any such license is threatened to be or is denied, curtailed, suspended or revoked as a result of Draft's relationship with you or your entering into this Agreement; then, in any of such events, Draft shall be entitled to immediately terminate this Agreement upon written notice to you without liability to you.
  5. INTELLECTUAL PROPERTY RIGHTS.
    1. All IP in the Links belongs to Draft or a Group Company, as applicable.  All IP in any third party materials shall belong to the third party owner thereof. Nothing in this Agreement purports to grant a license, provide any warranty or offer any indemnity in respect of any data that is not owned by Draft or a Group Company.
    2. Each Party shall immediately notify the other party if any claim or demand is made or action brought against it for any infringement or alleged infringement of any IP which may affect the supply or use of the Links.
  6. DATA PROTECTION AND SECURITY. You acknowledge that the security of Draft's data and its systems is fundamental to the business of Draft and its Group Companies, and in the event you becomes aware of a breach or potential breach of security relating to the Links, you shall immediately notify Draft of such breach or potential breach and use its best endeavors to ensure that any potential breach does not become an actual breach and/or to remedy any actual breach and its consequences.
  7. CONFIDENTIALITY AND ANNOUNCEMENTS.
    1. During the term of this Agreement and after any termination or expiration of this Agreement, you shall not use any Confidential Information belonging to Draft or any Group Company for any purpose other than in pursuit of its rights and obligations under this Agreement nor disclose any such Confidential Information to any person except with the prior written consent of Draft or such Group Company and shall follow Good Industry Practice to prevent the use or disclosure of the Confidential Information.  This obligation will not apply to any Confidential Information that:
      1. has come into the public domain other than by breach of this Agreement or any other duty of confidence;
      2. is obtained from a third party without breach of this Section 7 or any other duty of confidence;
      3. is required to be disclosed by Applicable Law to be disclosed provided notice is given to Draft prior to disclosure; or
      4. is in your possession at the time the Confidential Information was disclosed to you or which is independently developed without reference to any Confidential Information of Draft or any Group Company.
    2. Upon termination of this Agreement you shall (upon request) deliver to Draft or destroy all copies of Confidential Information in your possession, and (if so requested) shall use all reasonable endeavors to destroy all copies of Confidential Information stored electronically except to the extent that it is obliged to retain such information under any law, regulation or license condition applicable to you.
  8. INDEMNITY. Affiliate shall indemnify and hold harmless Draft and its Group Companies and their respective directors, officers, employees, contractors, agents and representatives from and against any and all losses, demands, claims, damages, costs, expenses (including consequential losses and loss of profit, reasonable legal costs and expenses and taxes thereon if applicable) and liabilities suffered or incurred, directly or indirectly, by Draft or its Group Companies in consequence of any breach by Affiliate (including its employees, members and agents) of its obligations under this Agreement.
  9. LIMITATION OF LIABILITY.
    1. The following provisions set out the entire liability of Draft and its Group Companies (including any liability for Applicable Laws and omissions of its employees, agents and sub-contractors) to Affiliate whether in contract, tort, statute, equity or otherwise. Affiliate hereby acknowledges and agrees that:
      1. the Links, Affiliate Program Site and all Draft and its Group Companies products are provided "AS IS" without warranties of any kind (whether express or implied);
      2. Draft makes no representation that any of its services, or those provided by any Group Company, will be uninterrupted or error free and, to the fullest extent permissible by law, Draft will not be liable for the consequences of any such interruptions or errors.
      3. all conditions, warranties, terms and undertakings (whether express or implied), statutory or otherwise relating to the delivery, performance, quality, accuracy, uninterrupted use, fitness for purpose, occurrence or reliability of the Links or the Affiliate Program Site are hereby excluded; and
      4. neither Draft nor its Group Companies will be liable to Affiliate for any losses relating to its use of the Links or the Affiliate Program Site or any breach of this Agreement by Draft including loss of profits (whether direct or indirect), revenues, goodwill, anticipated savings, data or any type of special, indirect, consequential or economic loss (including loss or damage suffered by Affiliate as a result of an action brought by a third party) even if such loss was reasonably foreseeable or Draft or its Group Companies had been advised of the possibility of Affiliate incurring such loss.
    2. No exclusion or limitation set out in this Agreement shall apply in the case of:
      1. fraud or fraudulent misrepresentation; or
      2. death or personal injury resulting from the negligence of any party or any of its employees, agents or sub-contractors.
    3. The time limit within which Affiliate may commence proceedings against Draft to recover on any claim shall be two (2) years from the date Affiliate become aware or should reasonably have become aware of the relevant breach that would form the subject of the claim.
  10. FORCE MAJEURE. Neither party shall be in breach of this Agreement nor liable for delay in performing, or failure to perform, any of its obligations under this Agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control, and in such circumstances the affected party shall be entitled to a reasonable extension of the time for performing such obligations, provided that if the period of delay or non-performance continues for thirty (30) days, the party not affected may terminate this Agreement immediately by giving notice to other party.
  11. TERM AND TERMINATION; SURVIVAL.
    1. This Agreement shall commence on the Effective Date and continue indefinitely unless terminated in accordance with this Section 12 (the “Term”).
    2. Draft may terminate this Agreement immediately in the event that Draft in its sole discretion determines that Section 4 of this Agreement provides that this Agreement may be terminated.
    3. Draft may terminate this Agreement at its convenience upon delivering fourteen (14) days’ notice of termination in writing (email sufficient) to the other party.
    4. Either party may terminate this Agreement, without prejudice to any other legal rights to which such terminating party may be entitled, upon (i) default by the other party in performance of any of its obligations under this Agreement; provided, however, that if such breach is of such a nature that can reasonably be cured within thirty (30) days following written notice from such first party to such breaching party of the existence of such breach, then such right of termination may not
    5. be exercised unless such notice shall have been delivered and such breach shall have continued uncured in any material respect for thirty (30) days following the delivery of such notice; or (ii) if any of the representations or warranties made by the other party in this Agreement shall be untrue or inaccurate in any material respect.
    6. Either Party may terminate this Agreement pursuant to Section 10.
    7. If (i) Draft, on the one hand, or Affiliate, on the other hand, voluntarily commences bankruptcy, reorganization or similar proceedings for the relief of debtors or (ii) an involuntary petition in bankruptcy has been filed against Draft or Affiliate and such involuntary petition has not been dismissed within thirty (30) days after commencement, then the other party may terminate this Agreement upon written notice.
    8. Sections 2, 5, 7, 8, 9, 11(g), 16 and 18 shall survive any termination of this Agreement.
  12. ASSIGNMENT AND SUB-CONTRACTING. Affiliate acknowledges and agrees that the services contemplated hereunder are personal to Affiliate and may not be subcontracted or delegated to any other person without the prior written consent of Draft. Affiliate may not assign its rights hereunder without the prior written consent of Draft. Draft may assign or sub-contract any of its rights and obligations under this Agreement to a Group Company at any time without giving notice to Affiliate.
  13. ENTIRE AGREEMENT; AMENDMENTS. This Agreement constitutes the entire and only Agreement between the parties with regards to its subject matter, superseding all previous negotiations or agreements including without limitation the Disaffirmed Agreement, and the parties confirm that they have not been induced to enter into this Agreement in reliance upon, nor has it been given, any warranty (including in particular any warranty as to merchantability, fitness for purpose or uninterrupted functionality), representation, statement, assurance, covenant, agreement, undertaking, indemnity or commitment of any nature whatsoever other than as are expressly set out in this Agreement and, to the extent that it has been, it unconditionally and irrevocably waives any claims, rights or remedies which it might otherwise have had in relation thereto. This Agreement may not be modified, amended, altered or supplemented, except with the execution and delivery of a written agreement executed by each of the parties.
  14. NO AGENCY OR PARTNERSHIP. Nothing in this Agreement and no action taken by the parties pursuant to this Agreement shall constitute, or be deemed to constitute: (a) the parties as a partnership, association, joint venture or other co-operative entity; or (b) any party the agent of another party, nor authorize any party to make or enter into any commitments for or on behalf of any other party.
  15. NO WAIVER. No breach of any provision of this Agreement shall be waived or discharged except with the express written consent of the Parties. No failure or delay by a party to exercise any of its rights under this Agreement shall operate as a waiver thereof and no single or partial exercise of any such right shall prevent any other or further exercise of that or any other right.
  16. THIRD PARTY RIGHTS. Except for any Group Company, no third party may enforce any rights granted to it under this Agreement.
  17. FURTHER ASSURANCES. Each party shall, upon request from the other, do and execute, or procure that there shall be done and executed, all such documents, deeds, matters, acts or things as that other may at any time require to give it the full benefit of this Agreement.
  18. GOVERNING LAW AND JURISDICTION. This Agreement (and any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating to this Agreement or its formation) shall be governed by and construed in accordance with the laws of the State of New York.
  19. DEFINITIONS.
    “Affiliate Payment”
    means any payment made to Affiliate in accordance with the terms and conditions of the Affiliate Program;
    “Affiliate Program Site”
    means the website at partners.draft.com;
    “Application”
    means your application to join the Affiliate Program via the Affiliate Program Site;
    “Applicable Law”
    means any law, rule statute, regulation, guideline, order, judgement, decree, summons, treaty or other requirement relating or applicable to the relevant person, property, transaction, activity, event or other matter.
    “Business Day”
    means any day (excluding Saturdays and Sundays) which is not an official public holiday in the State of New York.
    “Code”
    means the unique tracking code provided to Affiliate by Draft that may be used by Referred Customers when registering for a new account with Draft.
    “Confidential Information”
    means all information in any form relating to a party (and any Group Company in the case of Draft) (the “Disclosing Party”) that is directly or indirectly disclosed to the other party (the “Receiving Party”), including any personal data and/or customer data, by any of the Disclosing Party’s employees, professional advisors or contractors before or after the Commencement Date.
    “Excluded Jurisdictions”
    means each of Arizona, Iowa, Missouri, Louisiana, Washington, Indiana, Delaware, Idaho, Virginia, Tennessee, Montana, Nevada, Hawaii, Texas, Alabama and all countries other than the United States of America or Canada.
    "Good Industry Practice"
    means the exercise of that degree of skill, diligence, prudence and foresight which would reasonably and ordinarily be expected from a skilled and experienced contractor acting in good faith.
    "Group Company"
    means Draft and any of its parent, subsidiary or affiliated companies that, directly or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with, Draft.
    “Immediate Family”
    means any spouse, partner, parent, child or sibling or Affiliate or any beneficial owner thereof.
    "Internet Site"
    means any and all websites operated by Affiliate on which the Links are hosted.
    "IP"
    means any and all patents, trademarks, service marks, trade dress, rights in designs (including semi-conductor topography design rights and circuit layout rights), get-up, trade, business or domain names, goodwill associated with the foregoing, e-mail address names, copyright including rights in computer software (in both source and object code) and rights in databases (in each case whether registered or not and any applications to register and rights to apply for registration any of the foregoing), rights in inventions and web-formatting scripts (including HTML and XML scripts), know-how, trade secrets and other intellectual property rights which may now or in the future subsist in any part of the world including all rights of reversion and the right to sue for and recover damages for past infringements;
    "Links"
    means hypertext links (either a banner or text link) that link to the Website.
    “Referred Customer”
    means any eligible individual who (i) is eighteen (18) years of age or older (ii) is a legal resident of and physically located in any non-Excluded Jurisdiction, (iii) is explicitly driven by Affiliate (tracked manually by Draft) to the Website or registers his/her Draft account on the Website using Affiliate’s Code and (iv) pays at least one entry fee to participate in a daily fantasy contest hosted on the Website. 
    “Website”
    means the website located at www.draft.com, which is operated by Draft to enable its customers, including Referred Customers, to engage in real money daily fantasy contests.