TERMS AND CONDITIONS OF THE LEVANTE BRASIL LTDA. AFFILIATE PROGRAM
Updated on September 4, 2025.
1. INTRODUCTION
1.1
1.1. These Affiliate Terms and Conditions (the “Agreement”) set forth the rules governing the relationship between you (the “Affiliate”) and Levante Brasil Ltda. (“Levante,” “we,” or “our”), enrolled with the CNPJ under No. 55.045.663/0001-14, in connection with your registration and participation in the Levante Affiliate Program.
1.2. Upon registration, the Affiliate may promote Levante’s websites by using links, banners, graphic materials, or other advertising content authorized by us, always in compliance with this Agreement and the applicable legislation.
1.3. Participation in the Program is restricted to legal entities and natural persons over eighteen (18) years of age with full legal capacity. Minors are not permitted to register or adhere to these Terms.
1.4. Registration is subject to Levante’s review and approval. Until written approval has been granted, the Affiliate may not use Levante’s links, materials, or trademarks. Any unauthorized use shall be the sole responsibility of the Affiliate.
1.5. This Agreement supersedes any prior versions of the Affiliate Program Terms and may be amended, updated, or supplemented by Levante at any time, upon fifteen (15) calendar days’ prior notice sent to the Affiliate’s registered email address. Continued participation after such period shall constitute full acceptance of the amendments. Should the Affiliate not agree with the changes, it may terminate its participation by providing written notice, with immediate effect.
2. WHO WE ARE
2.1. Levante Brasil Ltda. is the operator duly authorized by the Secretariat of Prizes and Betting of the Ministry of Finance (“SPA/MF”) to offer fixed-odds betting in Brazil, pursuant to SPA/MF Ordinance No. 259, dated February 7, 2025.
2.2. At present, Levante operates the following websites in Brazil:
a) Sorte Online Betz (sorteonline.bet.br); and
b) Lottoland Cassino (lottoland.bet.br).
These platforms provide fixed-odds betting in a digital environment, in full compliance with Brazilian laws and regulations.
2.3. Levante’s core commitment is to security, transparency, and responsible gaming. Our Affiliate Program adheres to the same standard, establishing clear rules to safeguard both the operation and its partners.
2.4. The Affiliate acknowledges that its activities must comply not only with this Agreement but also with all applicable legal and regulatory provisions, including those related to consumer protection, responsible advertising, and the integrity of the betting sector.
3. DEFINITIONS
3.1. For the purposes of this Agreement, the following terms shall have the meanings set forth below:
a) Terms and Conditions (or “Agreement”): This instrument which, together with the registration form, the applicable Insertion Order (“IO”), and the Affiliate Guide, constitutes the entire agreement establishing the rules, rights, and obligations governing the relationship between Levante and the Affiliate. This is the primary governing document of the partnership and shall prevail over all others, in accordance with the hierarchy set forth in Clause 3.3.
b) Affiliate (or “You”): Refers to the natural or legal person that carries out advertising actions on behalf of the Operator, in consideration for performance-based compensation (Law No. 14,790/23 and Ordinance No. 1,231/24, art. 2, VI).
c) Betting Operator / Levante: The legal entity duly authorized by the Ministry of Finance, through the Secretariat of Prizes and Betting (SPA/MF), to operate the fixed-odds lottery modality in Brazil, pursuant to Clause 2.1 above.
d) Parties: Refers collectively to Levante and the Affiliate.
e) Referred User or Referred Bettor: A natural person, at least 18 years of age, who accesses Levante’s website through a link (or other appropriate means) provided by the Affiliate and attempts to register. Account registration and maintenance are subject to Levante’s sole and exclusive review, and Levante may, at its sole discretion, refuse to open or terminate an account at any time, without such refusal or termination giving rise to any right of compensation to the Affiliate or to third parties connected thereto.
f) Regulator: Any governmental, judicial, administrative, or regulatory authority having jurisdiction over Levante’s or the Affiliate’s activities, including SPA/MF and data protection authorities.
g) Levante Website: Websites, applications, landing pages, and other digital channels operated, controlled, or licensed by Levante, including integrations via API or other equivalent technological means.
h) MyAffiliates: The technological platform used for the management of the Affiliate Program, including monitoring and controlling the Affiliate’s activities.
i) MyAffiliates ID: The Affiliate’s individual and exclusive account on the MyAffiliates platform, used for identification and management of the activities carried out under this Agreement.
j) Regulatory Framework for Fixed-Odds Betting: The set of all applicable legal, regulatory, and self-regulatory rules governing the operation, advertising, communication, marketing, intermediation, tracking, and consumer relations in the fixed-odds lottery betting modality in Brazil, including but not limited to:
(i) Law No. 14,790/2023;
(ii) Consumer Protection Code (Law No. 8,078/1990);
(iii) Anti-Corruption Law (Law No. 12,846/2013);
(iv) SPA/MF Ordinance No. 1,231/24 and other regulations issued by SPA;
(v) Brazilian Code of Advertising Self-Regulation, issued by the National Council for Advertising Self-Regulation (“CONAR”), including Annex X;
(vi) Levante’s official compliance, marketing, and advertising guidelines; and
(vii) any other rules or guidelines issued by competent authorities having effect on the subject matter of this Agreement.
k) Affiliate Guide: The document prepared by Levante, incorporated into this Agreement, which sets forth practical regulatory, self-regulatory, and internal compliance guidelines applicable to advertising, marketing, and promotional activities carried out by Affiliates.
l) Fraudulent Activity: For the purposes of this Agreement, “fraudulent activity” shall mean any intentional act or omission by the Affiliate or its referrals aimed at manipulating registrations, chargebacks, traffic, commissions, or violating applicable legal, regulatory, or compliance rules. The characterization of fraudulent activity may be based on reasonable evidence, in accordance with the commercial and operational criteria established by Levante.
m) Affiliate Program: The initiative promoted by the Operator which establishes the conditions, rules, and considerations under which Affiliates may promote Levante’s products and services through authorized means, with the objective of attracting users, generating traffic, and/or conversions, in consideration for performance-based remuneration.
n) Affiliate Services: Advertising, promotional, and marketing actions performed by the Affiliate under this Agreement with the aim of driving qualified traffic and/or generating conversions for the benefit of Levante.
o) Insertion Order (“IO”): The document that formalizes specific commercial conditions of the partnership, where applicable.
p) Business Day: Any day of the week, except Saturdays, Sundays, and official public holidays in Brazil.
q) Commencement Date: The date defined in Clause 2.2 of this Agreement as the initial term of the contractual relationship.
r) Commission: Amounts payable by Levante to the Affiliate, which may include a percentage of Player Deposits and/or a fixed amount, as recorded on the MyAffiliates platform or otherwise agreed upon in writing between the Parties.
s) Fixed Payment: A one-time remuneration, previously agreed upon, payable by Levante to the Affiliate, unrelated to performance metrics.
t) Intellectual Property Rights: All intellectual or industrial property rights, whether registered or not, including patents, trademarks, copyrights, software, databases, industrial designs, trade dress, visual identity, trade secrets, know-how, and any other equivalent forms of protection recognized in any jurisdiction.
u) Levante Materials: Content, documents, advertising pieces, and other materials periodically provided by Levante to the Affiliate, which must be used as-is and may not be modified without prior authorization.
3.2. The titles and subtitles of the clauses are provided solely for guidance and clarity and shall not be binding upon the Parties in the event of any conflict with the provisions of the clauses.
3.3. In the event of conflict between documents, the order of precedence shall be as follows:
a) these Terms and Conditions;
b) any Specific Terms separately agreed upon;
c) the applicable IO, limited to commercial aspects; and
d) the Affiliate Guide, as an operational and compliance reference document.
4. AFFILIATE PROGRAM, REGISTRATION AND APPROVAL
4.1. This Participation in the Affiliate Program requires the completion of the electronic form provided by Levante, accompanied by the submission of all required registration, corporate, tax, and banking documentation, as well as the express acknowledgment of and agreement with these Terms and Conditions. Submission of the form and documentation forms an integral part of this Agreement and constitutes an essential condition for Levante’s review and approval.
4.2. The Affiliate’s registration shall be subject to Levante’s review, which may approve or reject it at its sole discretion, in accordance with the Regulatory Framework for Fixed-Odds Betting and Levante’s internal compliance and integrity policies. Levante’s final decision shall be sovereign and not subject to challenge.
4.3. Approval shall be communicated to the Affiliate by electronic means (e-mail or another official channel designated by Levante), together with the necessary instructions for integrating the Authorized Materials. Until formal approval has been communicated, the use of Levante’s trademarks, links, logos, or content is expressly prohibited.
4.4. The subcontracting, whether direct or indirect, of third parties for the performance of the activities contemplated under this Agreement is prohibited, except with Levante’s prior and express authorization. The Affiliate shall remain solely responsible for its own performance and for that of any authorized third parties.
4.5. Any breach of this clause shall result in the immediate termination of this Agreement, without prejudice to applicable damages and losses.
4.6. Acknowledgment and Acceptance
4.6.1. The Affiliate hereby declares, for all legal purposes, that it has read, understood, and fully accepts these Terms and Conditions, undertaking to comply with them continuously and irrevocably throughout the entire term of the Agreement.
5. OBLIGATIONS AND RESPONSIBILITIES OF THE AFFILIATE
5.1. General Obligations
5.1.1. The Affiliate undertakes to:
a) promote Levante’s Websites in an ethical, transparent manner and in compliance with applicable legislation and with these Terms and Conditions;
b) maintain the confidentiality of its access credentials to the MyAffiliates platform, being fully responsible for any improper use thereof;
c) correctly implement the tracking links and codes provided;
d) be fully responsible for the creation, operation, updating, and costs of its own promotional channels, including full responsibility for the content disseminated therein;
e) keep its registration data up to date at all times, including contact information, banking details, and other information relevant to the administration of the contractual relationship;
f) allow Levante to monitor its promotional channels (websites, social media, and other media used), undertaking to provide all information and data necessary for compliance audits;
g) use exclusively the materials previously approved or provided by Levante, it being strictly prohibited to create or disseminate unauthorized content;
h) ensure that websites, applications, channels, and materials under its responsibility do not contain or transmit any application, program, or functionality that may be installed or downloaded onto users’ devices without their prior, express, and unequivocal consent.
5.2. Regulatory and Advertising Compliance
5.2.1. The Affiliate shall:
a) fully comply with the Regulatory Framework for Fixed-Odds Betting;
b) observe and comply with the guidelines set forth in the Affiliate Guide, which forms part of this Agreement as a supplementary document for operational compliance;
c) ensure that its advertising campaigns are disseminated only through media and promotional channels whose audience is composed of at least seventy percent (70%) individuals over eighteen (18) years of age, in accordance with the Regulatory Framework for Fixed-Odds Betting;
d) in all promotional activities, clearly, prominently, and verifiably disclose the number of the Authorization Ordinance granted to Levante by the SPA/MF, in compliance with the Regulatory Framework for Fixed-Odds Betting;
e) be fully liable for any legal, regulatory, or self-regulatory violations committed in the course of its activities, undertaking to indemnify Levante for any damages, costs, sanctions, or penalties arising therefrom;
f) provide Levante, whenever requested, with the information and documents necessary for internal audits, compliance reviews, or to respond to requests from SPA/MF, CONAR, administrative authorities, or judicial authorities;
g) notify Levante, within no more than twenty-four (24) hours of receipt, of any inspection, notice, warning, citation, or request received from public authorities, self-regulatory bodies, or digital platforms (such as Google, Meta, or TikTok) concerning the advertising content promoted. Silence or omission shall be deemed a serious violation and may increase the Affiliate’s joint and several liability as provided in this Agreement;
h) implement and maintain, in all of its digital promotional channels (websites, social media profiles, etc.), the available age-restriction mechanisms (such as age-gating), in order to actively prevent access by individuals under eighteen (18) years of age to advertising content, in strict compliance with the guidelines of Annex “X” of CONAR; and
i) clearly, explicitly, and conspicuously identify the advertising nature of all content disseminated on behalf of Levante, particularly when carried out by influencers, “ambassadors,” or partners, by using terms such as “Advertisement,” “Sponsored Content,” or “Paid Partnership,” in accordance with CONAR’s Principle of Advertising Identification.
5.3. Data Protection and Confidentiality
5.3.1. The Affiliate undertakes to:
a) fully comply with the Brazilian General Data Protection Law – LGPD (Law No. 13,709/2018), as well as with all other applicable privacy and data protection legislation, including regulations issued by the ANPD;
b) ensure that the processing of personal data observes the principles of transparency, purpose limitation, adequacy, minimization, and the existence of a valid legal basis, obtaining prior and informed consent whenever such is the applicable lawful ground;
c) refrain from collecting, storing, or processing personal data independently or outside the official systems and instructions of Levante, except where expressly authorized by Levante;
d) ensure that cookies, tracking pixels, or similar technologies are used only when previously authorized by Levante, with clear communication and the obtaining of user consent, where required under applicable law;
e) notify Levante within no more than twenty-four (24) hours of becoming aware of any security incident or personal data breach, providing all available information and fully cooperating to mitigate risks and comply with legal obligations; and
f) acknowledge that all data relating to bettors and users obtained within the scope of this Agreement belong exclusively to Levante, and that the Affiliate shall process such data solely in the capacity of a data processor, within the limits of this Agreement and Levante’s instructions, in compliance with the LGPD.
5.4. Document Retention and Training Responsibility
5.4.1. The Affiliate shall:
a) retain, for a minimum period of five (5) years, records of all advertising materials disseminated, including identification of dates, channels, dissemination metrics, and the corresponding evidence, making them available to Levante or to the competent authorities whenever requested;
b) conduct mandatory training sessions and periodic refreshers (at least once per year), in accordance with the Regulatory Framework for Fixed-Odds Betting, ensuring that all employees and subcontracted third parties involved in the performance of this Agreement are duly trained; and
c) maintain a formal and updated record of the training sessions conducted, and, whenever requested, provide Levante with sufficient documentary evidence proving the completion of such training, including attendance lists, certificates, materials used, and evaluation records.
5.5. Compliance and Cooperation in Integrity
5.5.1. The Affiliate undertakes to:
a) fully comply with all applicable laws regarding integrity, anti-corruption, anti-money laundering, and counter-terrorism financing;
b) adopt ethical and transparent conduct in all activities related to this Agreement;
c) notify Levante, within no more than forty-eight (48) hours, of any indication or request for undue advantage, as well as any situation that may constitute a conflict of interest;
d) provide Levante, whenever requested, with the information and documents necessary for compliance verification.
5.5.2. The obligations under this Chapter shall be interpreted in conjunction with Chapter 10 (Ethical Conduct and Integrity), which forms part of this Agreement and establishes principles applicable to both Parties.
5.6. Fraud Prevention, Protection of Minors and Responsible Gaming
5.6.1. The Affiliate shall adopt ethical and transparent conduct in all of its promotional activities, refraining from fraudulent practices, traffic manipulation, use of bots, or any artifices that may compromise the integrity of Levante’s operations.
5.6.2. The Affiliate undertakes to fully comply with the principles of responsible gaming, refraining from targeting campaigns at individuals under eighteen (18) years of age or vulnerable audiences, as well as from engaging in abusive or misleading advertising practices, or omitting mandatory warnings.
5.7. Contractual and Tax Responsibility
5.7.1. The Affiliate is primarily responsible for ensuring that all of its acts under this Agreement are in full compliance with the Regulatory Framework. Without prejudice to the joint and several liability imposed on Levante by applicable law, the Affiliate undertakes to indemnify Levante in full for any damages, fines, costs, or sanctions arising from its conduct, pursuant to Chapter 14 of this Agreement.
5.7.2. The Affiliate shall be solely responsible for all tax, fiscal, social security, and labor charges arising from the performance of the promotional services under this Agreement, and Levante shall bear no obligation or co-liability in this regard.
5.8. Ongoing Updates on Applicable Regulations
5.8.1. The Affiliate acknowledges that the Regulatory Framework for Fixed-Odds Betting is subject to amendments, supplements, and updates by competent authorities, self-regulatory bodies, or by Levante itself. Accordingly, the Affiliate assumes the continuous obligation to monitor, remain up to date with, and immediately adapt its practices to any changes introduced in such regulations, irrespective of formal notice from Levante. Failure to comply with this duty of ongoing update shall be deemed a material breach for purposes of this Agreement.
5.9. Consequences of Non-Compliance
5.9.1. The Affiliate acknowledges that any violation of the obligations set forth in this Chapter 5 shall constitute a material and serious breach, subjecting the Affiliate to the penalties established under this Agreement.
5.9.2. The sanctions applicable in the event of non-compliance shall be those provided for in Chapter 13, without prejudice to Levante’s right to immediately terminate this Agreement and to claim compensation for any resulting losses and damages.
5.10. Affiliate Representations
5.10.1. The Affiliate represents and warrants that it possesses, and shall maintain valid throughout the entire term of this Agreement, all registrations, authorizations, permits, licenses, and other consents required by law or regulation for the performance of its obligations, including the dissemination of advertising content, the operation of its promotional channels, and compliance with the regulations applicable to the betting sector.
6. RESTRICTIONS AND PROHIBITIONS
6.1. Regulatory Restrictions
6.1.1. The Affiliate undertakes not to engage in conduct prohibited by the Fixed-Odds Betting Regulatory Framework, in particular:
(i) targeting advertising to individuals under 18 years of age or to vulnerable groups, as well as publishing content on channels whose audience is composed of less than seventy percent (70%) of individuals over 18 (eighteen) years of age, or that use elements clearly associated with the child or youth universe;
(ii) inducing impulsive decisions or promising quick wealth, social, personal, or professional success;
(iii) suggesting that betting constitutes a financial solution, form of investment, substitute for income, or means of livelihood;
(iv) using messages of a sexual, discriminatory, violent nature, or that offend human dignity;
(v) disseminating misleading advertising, omitting mandatory information, or failing to present in a clear, legible, and prominent manner the mandatory disclaimers on responsible gambling (e.g., “Play Responsibly,” “Betting Can Be Addictive”) and the age restriction (“18+”); and
(vi) inciting, even by omission, racism, fanaticism, hatred, physical aggression, sexual exploitation, drug use, irresponsible consumption of alcoholic beverages, or language inappropriate for minors under 18 years of age.
6.2. Prohibited Conduct in the Affiliation
6.2.1. The following conduct is strictly prohibited for the Affiliate:
a) inserting Links on third-party websites or domains not indicated in the registration form, without Levante’s express authorization;
b) granting, in any form, advances, anticipations, bonuses, or prior advantages, even as mere promotion, dissemination, or advertising, for the purpose of placing bets, as well as enabling or facilitating access to credit or commercial funding operations by bettors;
c) intercepting, handling, altering, copying, or modifying, without Levante’s authorization, any forms, Links, Authorized Materials, or content related to the Affiliate Program;
d) carrying out, intermediating, or facilitating financial transactions, bets, deposits, or withdrawals on behalf of third parties, being strictly forbidden for the Affiliate to act as an intermediary between bettors and Levante;
e) authorizing, encouraging, or assisting third parties in carrying out transactions in breach of this Agreement, including by instructing or promoting practices that circumvent deposit limits, registration rules, KYC requirements, or other Levante compliance policies;
f) misleading third parties regarding the legal relationship with Levante or the ownership of the digital environments used;
g) disseminating advertisements, campaigns, or promotional content in locations, channels, or media not authorized by Levante;
h) manipulating or attempting to artificially manipulate Affiliate Program commissions or payments, including through false registrations or simulated traffic;
i) interfering with, intercepting, or redirecting traffic intended for Levante’s official websites or other Affiliates of the Program;
j) using sub-affiliates, parallel affiliate networks, or unauthorized third parties to disseminate offers or generate commissions;
k) using Levante’s or its group companies’ keywords, identifiers, brand elements, or intellectual property without prior express authorization;
l) granting advances, bonuses, or advantages that enable bets or facilitate access to credit;
m) promoting, directly or indirectly, unauthorized operators in regulated markets, or any betting platform in violation of the Fixed-Odds Betting Regulatory Framework;
n) disseminating campaigns, pieces, texts, or materials that have not been previously approved by Levante or made available through the MyAffiliates platform or another official channel;
o) generating or allowing subcontractors, agents, or third parties linked to the Affiliate to generate traffic to Levante’s Platforms through illicit, fraudulent, or misleading practices, or in violation of the Fixed-Odds Betting Regulatory Framework.
7. OBLIGATIONS AND RESPONSIBILITIES OF LEVANTE
7.1. Provision of Access and Materials
7.1.1. Levante shall provide the Affiliate with:
a) exclusive credentials in the MyAffiliates platform to monitor their activities;
b) approved promotional materials, including banners, trackable links, and institutional communications;
c) information regarding authorized promotions, campaigns, and offers available for dissemination.
7.2. Reports and Information
7.2.1. Levante shall make reasonable efforts to provide, via MyAffiliates, statistical performance reports, including number of Players, campaign performance, and commission amounts. Such reports shall be deemed final, except in the case of manifest material error.
7.3. Technical and Operational Limitations
7.3.1. The Affiliate acknowledges that:
a) the MyAffiliates system is operated by a third party (Codeworx Pty Ltd), and Levante shall not be held responsible for technical failures, interruptions, or unavailability of the platform;
b) Levante’s Websites may be temporarily suspended for technical, regulatory, or maintenance reasons, without generating any right to compensation.
7.4. Compliance and Legality
7.4.1. Levante assures that it operates exclusively as an operator authorized by SPA/MF, offering only fixed-odds betting in compliance with Law No. 14,790/2023 and SPA/MF Ordinance No. 259/2025, and is not associated with illicit games.
7.5. Limitation of Liability
7.5.1. Levante’s liability, under any circumstances, shall be limited to the total amount of Commissions owed to the Affiliate in the twelve (12) months immediately preceding the event giving rise to liability, and it shall not be held responsible for indirect damages, loss of profits, or loss of opportunity.
8. AFFILIATE COMMISSION
8.1. Commission Payment. The Commission shall be calculated monthly and, subject to the other provisions of this clause, shall be paid within thirty (30) days from the end of the calendar month in which it was accrued.
8.2. Suspension or Loss of Commission. The Affiliate shall lose the right to receive any Commissions accrued up to that point and shall only be entitled to new commissions after regularization, in the following cases, upon prior notice to the Affiliate before suspension:
a) if the Affiliate account is suspended or terminated due to fraudulent activity, including but not limited to an excessive number of chargebacks, as determined at Levante’s sole discretion;
b) if the Affiliate fails to attract at least ten (10) new depositing Players within three (3) consecutive months;
c) if the Affiliate refers Players who participate exclusively in free promotional campaigns (Free Participation Clients), in which case no Commission shall be due; and
d) if the Affiliate fails to keep registration details and banking information updated, or fails to comply with Levante’s written requests to confirm or correct such information within seven (7) days.
8.3. Set-off. Levante may, without prejudice to other legal or contractual rights, offset amounts owed by the Affiliate against any amounts payable to the Affiliate under this Agreement.
8.4. Commission Calculation. Except in cases of manifest error or fraud, the Commission calculation made by Levante shall be considered final and binding on both parties.
8.5. Taxes. All amounts payable by Levante under this Agreement are deemed net of taxes. Should Value Added Tax (VAT) or an equivalent tax be due by the Affiliate to Levante, such tax shall not be reimbursed or added to the amounts paid as Commission.
8.6. Minimum Payment Threshold. No monthly Commission payment shall be made for amounts below BRL 250.00 (two hundred and fifty reais). If the monthly Commission is below this threshold, the amount shall be carried over to the following month and paid once it reaches or exceeds the minimum amount, as set forth above.
8.7. Negative Revenue – Revenue Share. In cases where the remuneration model is based on Revenue Share, any negative net revenue balance in a given month shall not be carried over to the following month.
8.8. Negative Revenue – Chargebacks. If the net deposit balance is negative due to chargebacks, such amount shall be carried over to the following month. If the balance remains negative for two consecutive months, the Affiliate shall reimburse the previously paid Commissions related to the chargeback. Levante may suspend the Affiliate’s account in this scenario.
8.9. Payment Methods. The available payment methods shall be defined by Levante and detailed in the Affiliate registration form available on its official website. Commission payments shall be made using the method selected by the Affiliate, subject to successful verification of registration data. A minimum payment requirement may apply depending on the chosen method.
8.10. Withholding for Contractual Breach. Levante may withhold or cease payment of any Commission if it has reasonable grounds to believe that the Affiliate has breached any clause of this Agreement or acted dishonestly or unethically. Such withholding shall be temporary, proportionate to the seriousness of the suspicion or risk, and communicated to the Affiliate with justification, pending proper investigation or resolution.
8.11. Withholding for Regulatory Risk. Levante may withhold Commission payments if it has reasons to believe that such payments may violate applicable laws, regulations, or rules in any jurisdiction. Such withholding shall be temporary, proportionate to the seriousness of the suspicion or risk, and communicated to the Affiliate with justification, pending proper investigation or resolution.
8.12. Reimbursement of Undue Payments. The Affiliate undertakes to immediately reimburse Levante, upon written request, for any undue payments made under the provisions regarding chargebacks, including reasonable legal expenses and costs related to investigation and recovery of losses.
8.13. Limitation of Authorized Promotions. Levante shall only pay Commission on promotions that have been published directly on its official Affiliate platform. Promotions disseminated by third parties, even if displayed on the platform, shall not generate Commission entitlement. Breach of this clause may result in Levante, at its sole discretion, immediately terminating the Agreement with the Affiliate.
8.14. The Affiliate must immediately notify Levante of any change in its VAT status, such as registration for VAT purposes, modification of VAT number, or cancellation of VAT registration, as well as the full or partial sale of its business. In the event of a change in ownership, control, or economic interest of the Affiliate, whether by merger, acquisition, transfer of shares, or otherwise, Levante shall have the exclusive right to decide whether this Agreement will remain in force or be terminated, and may, at its discretion, terminate or renegotiate the terms without liability.
8.15. The Affiliate must notify Levante within fourteen (14) days from issuance of any errors in invoices received.
8.16. Levante shall make reasonable efforts to process payments due to the Affiliate within the appropriate timeframe and shall not be liable for delays caused by factors beyond its control, such as changes in banking or contact details not communicated promptly by the Affiliate. Such delays may extend pending payments by up to sixty (60) days. If the Affiliate identifies delays in its payments, it shall promptly contact Levante for resolution.
8.17. Payments shall be made based on the banking details provided by the Affiliate. In the event of incorrect, incomplete, or outdated banking details, Levante shall make reasonable efforts, for up to six (6) months, to contact the Affiliate using the written contact details provided. If, after this period, payments are not completed, Levante may suspend or terminate the Affiliate’s account without prior notice, resulting in the loss of entitlement to pending payments.
8.18. Levante undertakes to prevent and report money laundering, terrorist financing, and other related illegal activities to the competent authorities. For this purpose, it may verify the Affiliate’s identity based on the information provided, obtaining data from official sources or any other means deemed reasonable.
8.19. The Affiliate must provide, whenever requested by Levante, supporting documentation for identification and compliance purposes, including, for individuals, a copy of a valid passport, driver’s license, or recent proof of residence, and for legal entities, a copy of the articles of incorporation and identification of owners and directors. Failure to provide such documentation may result in payment delays or other operational restrictions.
9. INTELLECTUAL PROPERTY, TRADEMARKS AND USE OF DOMAINS
9.1. Ownership. Each Party shall retain all rights, title, and interest in and to its respective Intellectual Property. This Agreement does not imply the assignment, transfer, or alienation of any Intellectual Property rights between the Parties.
9.2. License of Use. Levante grants the Affiliate, for the duration of this Agreement, a limited, non-exclusive, non-transferable, revocable, and royalty-free license to use logos, trademarks, trade names, distinctive signs, and promotional content made available by Levante (“Levante Materials”), solely and exclusively for:
a) carrying out the activities set forth in this Agreement; and
b) dissemination in compliance with Levante’s guidelines and instructions, including those provided through the official media gallery or communicated via electronic bulletins.
9.2.1. This license shall automatically terminate upon the expiration or termination of this Agreement, for any reason.
9.3. Restrictions. The Affiliate agrees not to:
a) copy, modify, sublicense, assign, or transfer Levante Materials;
b) use them for any unauthorized purpose, outside of approved campaigns, or in breach of Levante’s guidelines; and
c) associate them with third-party content, cashback programs, bonuses, retargeting, or similar initiatives, without Levante’s prior express approval.
9.4. Compliance Warranty. Levante warrants that the Materials provided to Affiliates comply with applicable laws, regulations, and self-regulatory standards governing the betting sector. The Affiliate, in turn, agrees to:
a) use exclusively the Materials provided or previously approved by Levante;
b) not modify, adapt, or create variations without Levante’s express authorization; and
c) immediately notify Levante of any notice of potential infringement related to the use of the Materials, promptly removing the questioned content.
9.4.1. Should the Affiliate use non-approved, modified, or self-produced Materials, it shall be fully liable for any resulting infringements, without prejudice to the joint liability provided by law.
9.5. Exclusion and Removal of Content. Levante may, at any time and at its sole discretion, require the removal of Content already disseminated by the Affiliate, regardless of prior notice, without generating any right to reimbursement, indemnification, or reduction of contractual remuneration.
9.5.1. If advertisements, campaigns, or materials are identified as being in breach of the Fixed-Odds Betting Regulatory Framework or the Affiliate Guidelines, the Affiliate must remove them within two (2) hours from the request or identification, under penalty of termination of the Agreement for cause, without prejudice to the other applicable penalties.
9.6. Brand Protection. The Affiliate undertakes not to:
a) challenge or contest the validity of Levante’s registered trademarks; and
b) register, attempt to register, or assist third parties in registering trademarks, trade names, domains, or any distinctive signs identical to, similar to, or confusingly similar with Levante’s assets (including graphic, spelling, or phonetic variations).
9.7. Digital Advertising. The Affiliate is prohibited from bidding on keywords, search terms, or using identifiers in search engines that are identical or confusingly similar to Levante’s trademarks, slogans, or distinctive signs. Exceptions may only be granted by Levante, in advance, expressly and in writing, for specific and limited campaigns.
9.8. Domains. The Affiliate shall not register, attempt to register, or use domains similar to those used by Levante, nor employ redirect pages or domains (such as “.de.vu”, javascript, or iFrames) to promote Levante’s services. This prohibition is absolute and admits no exceptions.
9.9. Cessation and Transfer. Levante reserves the right to require the immediate cessation of use and the compulsory transfer of any domain or page in breach of this clause, regardless of court decision, without prejudice to other applicable legal measures.
9.10. Cooperation. The Affiliate agrees to reasonably cooperate with Levante in protecting its intellectual property assets against third-party infringements or any form of misuse.
10. ETHICAL CONDUCT AND INTEGRITY
10.1. The Parties undertake to observe high standards of ethics, integrity, and legality in all activities related to this Agreement, in compliance with Brazilian law and applicable international regulations.
10.2. The Parties are prohibited from offering, promising, authorizing, or accepting any improper payment, advantage, or benefit, whether direct or indirect, and must reciprocally report any indication of irregularity or conflict of interest.
10.3. The Parties agree not to employ, engage, or maintain relationships with partners involved in practices of corruption, fraud, child labor, or forced labor, in compliance with Brazilian law and applicable international treaties.
10.4. The Affiliate shall immediately notify Levante of any indication or request for illicit advantage, as well as situations that may constitute a conflict of interest.
10.5. Violation of the obligations set forth in this Section shall constitute a material breach, giving rise to the application of appropriate penalties, including immediate termination of the Agreement, without prejudice to indemnification and other remedies provided by law.
11. RESPONSIBILITIES AND LIMITATIONS
11.1. The Parties acknowledge that Levante is subject to strict legal, regulatory, and self-regulatory obligations regarding the advertising, communication, and promotion of the fixed-odds lottery betting modality, in accordance with the Fixed-Odds Betting Regulatory Framework.
11.2. In light of the foregoing, any limitation of the Affiliate’s liability is expressly prohibited in the following cases, including but not limited to:
a) the application of administrative, civil, criminal, or regulatory sanctions to Levante, directly or indirectly resulting from acts or omissions of the Affiliate, its representatives, contractors, or subcontracted third parties;
b) non-compliance with legal, regulatory, or self-regulatory rules applicable to the advertising, marketing, and promotion of fixed-odds betting;
c) the occurrence of material or immaterial damages, including harm to institutional reputation, loss of licenses, suspension of authorizations, or the imposition of ancillary obligations on the Operator as a result of conduct attributable to the Affiliate or anyone acting on its behalf;
d) the improper, unauthorized, or non-compliant use, contrary to this Agreement, of the Operator’s trademark, logo, visual identity elements, or any other intangible assets of the Operator or its partner companies.
11.3. For cases not covered above, and provided they do not involve willful misconduct or fraud, each Party’s liability shall be limited to the greater of:
a) up to three (3) times the total Commissions actually paid by the Operator to the Affiliate in the twelve (12) months preceding the event; or
b) the amount corresponding to twelve (12) months of Commissions immediately preceding the event.
11.4. Each Party shall be fully responsible for the acts and omissions attributable to it and shall indemnify and hold the other Party, as well as its board members, officers, employees, and shareholders, harmless from any claims, actions, losses, damages, costs, or expenses, including attorneys’ fees, regulatory fines, and administrative costs, arising from such acts or omissions.
11.5. The Affiliate acknowledges that possible failures or unavailability of third-party systems (including the MyAffiliates platform) shall not give rise to liability on the part of Levante.
12. TERM, TERMINATION AND EFFECTS
12.1. Term. This Agreement enters into force on the date of the Affiliate’s registration approval by Levante and shall remain valid until terminated by either Party, in accordance with this Section.
12.2. Termination Without Cause. Either Party may terminate this Agreement at any time by providing written notice to the other Party at least thirty (30) days in advance.
12.3. Termination for Cause. This Agreement may be terminated immediately, without prior notice, in the following cases:
a) insolvency, liquidation, or dissolution of either Party;
b) material breach of contract not remedied within five (5) business days after notification;
c) legal, regulatory, or normative prohibition on the continuation of this Agreement;
d) involvement in fraud, illegal activity, public scandal, or material harm to the other Party’s image;
e) breach of the integrity, ethics, and anti-corruption obligations set forth in Chapters 5 and 10 of this Agreement;
f) misuse of Levante’s trademarks or other distinctive signs, or its domain names, in breach of Chapter 9; and
g) engaging in any conduct prohibited under Chapter 6.
12.4. Suspension for Indications of Irregularity or Misconduct. Levante may temporarily suspend the Affiliate’s account or part of the remuneration at any time, upon reasonable indications of:
a) fraudulent activity;
b) legal or regulatory violation;
c) material contractual default; or
d) misconduct by the Affiliate and/or its collaborators.
12.4.1. The suspension shall be notified in writing and shall not exceed thirty (30) business days, except upon duly justified grounds.
12.4.2. During suspension, tracking methods shall continue to function normally.
12.4.3. If the suspicion concerns specific Players, the suspension shall affect only the remuneration associated with such Players.
12.4.4. If no violation is confirmed at the end of the period, the suspension shall be automatically lifted, and the contractual terms reinstated.
12.4.5. If the violation is confirmed, the Affiliate shall be subject to:
a) immediate withholding of any commission amounts due, as a preventive measure, in accordance with Section 8;
b) specific performance of all breached obligations; and
c) Levante’s full right of recourse, including reimbursement of additional losses and damages.
12.4.6. Suspension for Regulatory or Force Majeure Reasons. If, after the Affiliate’s acceptance, legislation, regulation, or administrative measure arises that fully or partially prevents Levante’s operation, Levante may suspend compliance with the affected obligations, including commission payments, upon written justification and notice.
12.4.6.1. Once operations resume, contractual terms shall be reinstated, unless otherwise agreed in writing.
12.5. Effects of Termination. Upon termination:
a) authorization to use Levante’s materials shall cease immediately, and the Affiliate must remove them from all its channels;
b) all contractual benefits of the Affiliate shall automatically cease;
c) all Materials and data provided by Levante shall be returned or destroyed, as requested;
d) Levante shall only pay the amounts due and accrued up to the termination date, subject to the provisions of Section 9.
12.6. Retention of Amounts. Levante may withhold the final payment for up to six (6) months, upon reasonable justification, for fraud checks, compliance verification, and accounting reconciliation, without prejudice to the sanctions set forth in Section 13.
13. PENALTIES
13.1. Failure to comply with the obligations set forth in this Agreement, as well as with the legal and regulatory provisions applicable to betting and advertising activities, shall subject the Affiliate to the sanctions provided by law, notably Law No. 14,790/2023 and the Consumer Protection Code (Law No. 8,078/1990).
13.2. Non-compliance with the obligations established in this Agreement or in Addendum 1 may result, at Levante’s sole discretion, in the following penalties, which may be applied individually or cumulatively, depending on the severity of the violation:
a) formal warning;
b) temporary suspension of the Affiliate’s account or Commission payments;
c) imposition of a contractual fine for serious violations, the amount and conditions of which shall be defined in the applicable Insertion Order (“IO”) or another commercial document agreed upon between the Parties;
d) immediate termination of the Agreement, for cause, pursuant to the cases and effects set forth in Section 12 above;
e) civil and administrative liability, including reporting to the competent authorities; and
f) definitive or temporary withholding of amounts due, as detailed in Sections 8 and 12.
13.3. The Affiliate shall be solely responsible for any legal, regulatory, or self-regulatory violations arising from its actions, including misleading, abusive, or unauthorized advertising. If Levante is held liable for acts of the Affiliate, Levante shall have the right of recourse to recover all amounts disbursed, including indemnifications, administrative fines, legal costs, attorneys’ fees, and any reputational damages.
13.4. The Affiliate undertakes to fully cooperate with internal, regulatory, or judicial investigations related to its activities, under penalty of aggravated sanctions.
13.5. The application of penalties by Levante does not preclude the adoption of additional judicial or administrative measures, nor does it prevent the action of regulatory and self-regulatory bodies, such as the SPA/MF and CONAR.
14. INDEMNIFICATION
14.1. The Affiliate shall indemnify and hold harmless Levante, its parent companies, affiliates, directors, employees, and representatives from any losses, damages, costs, expenses, fines, or penalties arising from:
a) acts, omissions, negligence, or willful misconduct by the Affiliate, its agents, employees, or any third parties engaged or authorized by it, whether formally or informally;
b) breach of contractual, legal, or regulatory obligations;
c) violation of third-party intellectual property rights; and
d) measures or sanctions imposed by authorities as a result of the Affiliate’s actions.
14.2. The obligation to indemnify shall remain in force after the termination of this Agreement and shall cover any facts occurring during its validity.
15. AUDIT
15.1. The Affiliate shall fully cooperate with audits, inspections, or reviews conducted by Levante or by competent authorities, whenever related to compliance with this Agreement or with the applicable regulations governing the betting sector.
15.2. This obligation includes, but is not limited to:
a) providing information, documents, and records related to promotional activities;
b) supplying evidence of mandatory training completed; and
c) cooperating in investigations regarding fraud, information security incidents, personal data breaches, or non-compliance with advertising rules.
15.3. Audit requests shall respect reasonable deadlines, the nature of the information required, and the confidentiality of the data provided, in accordance with applicable law.
16. WHISTLEBLOWING CHANNEL AND COOPERATION
16.1. Levante provides the whistleblowing channel [email protected] for reporting violations or suspected illicit, unethical, or fraudulent conduct related to the Affiliate Program.
16.2. The Affiliate undertakes to immediately report, through the aforementioned channel, any irregularities of which it becomes aware, including those involving employees or third parties related to its activities.
16.3. No Affiliate or third party shall be penalized for making a report in good faith, and any form of retaliation is strictly prohibited.
16.4. Failure to comply with the obligations set forth in this Section shall subject the Affiliate to the applicable contractual and legal penalties, without prejudice to the immediate termination of the Agreement.
17. GENERAL PROVISIONS
17.1. Entire Agreement. This Agreement, including its registration form and any annexes expressly referenced herein, constitutes the entire agreement between the Parties with respect to its subject matter and supersedes any prior understandings, negotiations, or agreements, whether written or oral.
17.2. Assignment of Rights. The Affiliate may not assign, transfer, sublicense, or otherwise delegate its rights and obligations under this Agreement without Levante’s prior express written consent.
17.2.1. Levante may, at any time, assign, transfer, encumber, subcontract, delegate, establish a trust over, or otherwise dispose of all or part of its rights and obligations under this Agreement, without the Affiliate’s consent.
17.3. Waiver, Exercise, and Accumulation of Rights. A waiver of any right or provision under this Agreement shall only be valid if made in writing. Failure or delay in exercising any right shall not constitute a waiver, nor limit the future exercise of such right.
17.3.1. The partial or isolated exercise of any right shall not preclude the full and future exercise of that or any other rights provided in this Agreement or under applicable law.
17.3.2. The rights and remedies set forth in this Agreement are cumulative and independent, and may be combined with legal rights or those arising from other contractual instruments.
17.4. Communications. All communications and notices between the Parties related to this Agreement shall be made in writing and sent by email to the addresses designated by the Parties in the registration form or otherwise previously communicated in writing.
17.5. Confidentiality. During the term of this Agreement and after its termination, the Affiliate undertakes to keep all Confidential Information of Levante and of the Affiliate Program strictly confidential, using such information exclusively for the performance of contractual obligations.
17.5.1. The Affiliate shall adopt best practices to prevent the disclosure or unauthorized use of such information and shall be liable for any losses and damages resulting from any breach.
17.6. Partial Invalidity and Adaptation of Clauses. If any provision of this Agreement is deemed invalid, illegal, or unenforceable by judicial or administrative decision, such provision shall be interpreted or excluded to the minimum extent necessary, without affecting the validity of the remaining provisions.
17.7. No Corporate or Agency Relationship. This Agreement does not create a partnership, association, consortium, joint venture, or any agency relationship between the Parties, nor does it grant Affiliates authority to represent or assume obligations on behalf of Levante.
17.8. Governing Law and Jurisdiction. This Agreement shall be governed by and construed in accordance with the laws of the Federative Republic of Brazil. The Parties elect the courts of the District of São Paulo, State of São Paulo, as the exclusive forum to resolve any disputes arising hereunder, to the exclusion of any other, however privileged.