TERMS AND CONDITIONS OF THE RIORISE AFFILIATE PROGRAM FOR BLOGGERS (INFLUENCERS)
Edition date: [date of publication]
These Terms and Conditions (hereinafter – the “Terms”, the “Program”) govern the participation of individual content creators (hereinafter – the “Blogger”, the “Partner”) in the affiliate program for the promotion of the game RioRise (hereinafter – the “Game”), administered by NOVABITS LTD (hereinafter – the “Company”).
By joining the Program (by submitting an application and/or by actually publishing content and receiving remuneration), the Blogger confirms full acceptance of these Terms.
1. Definitions
1.1. Lead – a unique new user of the Game who meets the criteria specified in Section 4 of these Terms and is correctly attributed to the Blogger.
1.2. Qualified Lead – a Lead that meets all requirements of Clause 4.2 and other provisions of these Terms, not obtained through prohibited methods (Clause 4.4), and not flagged by the Company’s anti-fraud system as suspicious and/or fraudulent.
1.3. Promo Code – a unique code assigned to the Blogger by the Company for traffic attribution.
1.4. Hold – a temporary suspension of payouts for Leads until the completion of verification and the Company’s decision in the cases provided for in Section 6 of these Terms.
1.5. Platforms – social media and content-sharing platforms (including but not limited to: YouTube, TikTok, Twitch, Instagram, X, Facebook, etc.) on which the Blogger publishes content.
1.6. Fraud – any actions aimed at distorting results or manipulating the attribution system, including but not limited to: use of bots, click-fraud, artificial engagement, creation of fake accounts, purchase of traffic in violation of the Program rules or in bad faith.
2. Joining the Program and Approval
2.1. To participate in the Program, the Blogger shall submit an application in the form provided by the Company, indicating Platforms, channel links, valid contact details, and up-to-date payment details. The Blogger is responsible for the accuracy and completeness of the information provided.
2.2. The Company may request additional information and documents from the Blogger, including but not limited to: data for KYC/AML purposes, proof of age (18+), information on the legal status of the channel owner, and tax residency. Failure to provide such information or providing false data constitutes grounds for refusal or exclusion from the Program.
2.3. The Company reviews the application and makes a decision to approve or reject it at its sole discretion, without any obligation to provide reasons.
2.4. If the application is approved, the Blogger will receive a Promo Code and participation instructions via the Company’s official communication channels.
3. Participation Criteria
To join the Program, the Blogger must meet the following criteria:
3.1. The last published material (video, stream, post) on the Blogger’s channel/page must be no older than one (1) month at the time of application.
3.2. The Blogger’s channel/page must contain content directly related to the Game (e.g., a video, review, stream, or other material mentioning or demonstrating the Game).
3.3. The Company may at any time re-verify compliance with the participation criteria. If the criteria are not met, the Company may suspend or terminate the Blogger’s participation in the Program and refuse to pay remuneration for Leads obtained during the period of non-compliance.
3.4. The Blogger’s social media accounts used for participation in the Program must be publicly accessible. Participation through private, closed, or restricted-access accounts (including private Instagram pages or similar) is not permitted.
4. Lead Conditions and Attribution
4.1. A Lead is credited to the Blogger if the following conditions are met simultaneously:
a) the user is new to the Game, has never registered an account before, and registers using the Blogger’s unique Promo Code; and
b) after registration, the user spends at least 120 (one hundred twenty) minutes of cumulative gameplay time in the Game.
4.2. A Qualified Lead is a Lead that meets the requirements of Clause 4.1 and Section 6 of these Terms, as well as other anti-fraud criteria of the Company.
4.3. Lead attribution is determined solely based on the Company’s analytics systems and/or authorized partner providers. The Company’s tracking data shall prevail and be considered final and conclusive evidence of the volume and quality of Leads.
4.4. Leads obtained through bots, incentivized or motivated traffic, click farms, mass code giveaways, fake traffic purchases, misleading advertising, or any other unfair practices shall not be credited and may result in suspension or termination of participation under Section 11. Content that demonstrates, promotes, or exploits bugs or vulnerabilities in the Game will result in immediate exclusion from the Program in addition to possible in-game sanctions.
4.5. Each Blogger may have only one (1) Promo Code under the Program. Multiple Promo Codes or duplicate accounts created for the purpose of obtaining additional rewards, manipulating attribution, or otherwise circumventing these Terms are strictly prohibited and may result in immediate termination under Section 11.
5. Payments
5.1. Remuneration is payable only for Qualified Leads confirmed by the Company’s tracking system. The rate and currency of payment are communicated to the Blogger through the Company’s official communication channels. The Company reserves the right to change rates at its discretion.
5.2. Remuneration is payable only to Bloggers who have confirmed that they are at least 18 years old.
5.3. The minimum payout threshold is 100 (one hundred) BRL. Amounts below this threshold shall not be paid until the threshold is reached.
5.4. Payments are processed for requests approved and prepared for the designated payout day – Friday, based on the Company’s local time zone. The actual timing of transfers may vary depending on the Company’s internal procedures and the operation of payment systems.
5.5. In the event of force majeure, the Company may postpone the payout date by notifying the Blogger through official communication channels. Such postponement shall not constitute a breach of the Company’s obligations.
5.6. The Company does not act as a tax agent of the Blogger. The Blogger is solely responsible for calculating and paying any taxes, fees, or other mandatory charges applicable to their income and for compliance with the laws of their country of tax residence.
6. Rewards
6.1. Once per calendar month, a Blogger who, during the preceding month, has generated at least one hundred fifty (150) Qualified Leads and continues to post content related to the Game may become eligible to request the issuance of a discretionary in-game reward or item (the “Reward”) with a notional value not exceeding two hundred (200) Rio Coins (the in-game currency).
6.2. All Rewards are promotional in nature and represent limited, revocable, non-transferable license rights to access certain in-game content within the Game.
Rewards have no real-world or monetary value, are non-exchangeable, and cannot be redeemed for fiat currency, cryptocurrency, or any other form of compensation, unless expressly authorized by the Company in writing.
Rewards are provided on an “as is” basis and may be modified, replaced, or withdrawn at any time at the Company’s sole discretion.
6.3. All Rewards are granted at the sole discretion of the Company, and the Company reserves the right, at any time and without notice, to add, remove, modify, substitute, suspend, or discontinue any Reward, its type, scope, or availability. The scope, type, and conditions of Rewards may vary or change at any time, including after publication of these Terms. The Company does not guarantee the availability, functionality, or continued existence of any specific in-game item or Reward.
6.4. Any Rewards granted or requested under this Section may be withheld, cancelled, or revoked if the Blogger violates these Terms, engages in fraudulent, abusive, or deceptive activity, or is suspended or removed from the Program. All such determinations shall be final and binding.
6.5. The Company reviews Reward requests on a discretionary basis and may approve or decline them without any obligation to provide justification or compensation, and such requests do not create any entitlement to future Rewards.
7. Holds and Anti-Fraud Checks
7.1. The Company may impose a Hold (temporary suspension of payouts) if there are reasonable suspicions of fraud, use of unfair practices, and/or if low traffic profitability is detected based on the Company’s internal metrics, as well as in other cases expressly provided for in these Terms.
7.2. In case of suspicion, the Company will contact the Blogger to request explanations and supporting materials (e.g., screenshots, content links, description of traffic sources, integration format). Failure to respond or provide such materials within a reasonable time may be treated by the Company as confirmation of violations.
7.3. The Company reserves the right to refuse payment for disputed Leads if fraud, unfair practices, or other violations of these Terms are confirmed by internal verification and/or data from anti-fraud systems or partner tracking providers.
7.4. During the verification period, accruals may be temporarily suspended (Hold) until the review is completed. Based on the results, the Company may either resume accruals or reject the disputed Leads. The Company’s decision shall be final and may only be reconsidered at its sole discretion.
8. Blogger’s Obligations and Conduct Rules
8.1. The Blogger shall:
a) comply with the rules and user agreement of the Game, as well as any other Company rules communicated to the Blogger;
b) maintain professional conduct and respectful communication with Company representatives and community members;
c) comply with the rules of the Platforms, including advertising/sponsorship disclosure requirements; the obligation for correct disclosure rests with the Blogger;
d) publish content that complies with the Game rules and the applicable Platform policies, without violating community standards, advertising disclosure requirements, or local laws;
e) not use prohibited promotion methods listed in Clause 4.4;
f) not assign rights or transfer access to the Program, including Promo Code, accounts, or other tools, to third parties;
g) not create, publish, or distribute any materials that may harm the Company’s reputation, mislead users, or exploit bugs, cheats, or vulnerabilities in the Game. Any such actions may result in immediate termination of participation under Section 11 and additional in-game sanctions.
8.2. Breaches of these Terms may result in:
– first violation: written warning;
– repeated violation: exclusion from the Program with suspension and/or refusal of payouts for disputed Leads obtained in violation.
In cases of gross or material violations, the Company may exclude the Blogger from the Program without prior warning.
8.3. The Blogger shall comply with ethical standards, refraining from hate speech, discrimination, pornography, infringement of third-party rights (including IP rights), unfair competition, or misleading advertising. The Blogger shall also act in good faith and with respect towards their audience.
9. Use of Brand and Materials
9.1. The Company grants the Blogger a limited, revocable, non-exclusive, non-transferable license to use the Company’s trademarks, logos, graphics, and other materials solely for the purposes of the Program, in the scope necessary for agreed content publication, for the duration of the Blogger’s participation, and subject to compliance with brand guidelines and Company instructions.
9.2. The Blogger shall not alter, modify, or create derivative works based on the promotional materials without the Company’s prior written consent. Any use of promotional materials outside the Program is prohibited.
9.3. Rights to content created by the Blogger remain with the Blogger. However, the Blogger grants the Company a free, non-exclusive license for the territory of Brazil, for the term of the Blogger’s copyright, to repost, embed, and use fragments of such content for the purposes of Program reporting, case studies, and the Company’s marketing materials, provided the Blogger’s authorship is acknowledged and the original content is not distorted.
10. Confidentiality
10.1. Confidential Information means any information of the Company expressly marked as confidential or which by its nature should reasonably be considered confidential (including but not limited to: remuneration rates and conditions, internal metrics and reports, anti-fraud algorithms, business processes, internal correspondence, unreleased materials and plans).
10.2. The Blogger shall:
a) use Confidential Information solely for participation in the Program;
b) not disclose it to third parties without the Company’s prior written consent;
c) apply reasonable measures of protection.
10.3. Exceptions: information that became public through no fault of the Blogger; was known to the Blogger before disclosure; was lawfully received from a third party without confidentiality obligations; or must be disclosed under applicable law/government order (with prior notice to the Company unless prohibited).
10.4. Confidentiality obligations remain in force during participation in the Program and for 3 (three) years thereafter. At the Company’s request, the Blogger shall return/destroy all media containing Confidential Information (except for copies required by law).
10.5. The Company is entitled to seek injunctive relief to prevent or stop breaches of confidentiality.
11. Term, Suspension, and Termination
11.1. The Program shall remain in force until terminated by the Company.
11.2. Suspension. The Company may suspend the Blogger’s participation (including accruals/payouts) at its sole discretion, including in cases of suspected violations of the Terms, fraud, non-compliance with participation criteria, failure to respond to verification requests, and/or low traffic profitability.
11.3. Termination by the Company. The Company may terminate the Blogger’s participation:
a) at its discretion, by notice; or
b) immediately, without prior notice, in case of material breach, fraud (including violations described in Clause 4.4), repeated/gross violations of Platform rules, failure to comply with confidentiality obligations, or refusal to provide requested information, or unethical conduct as described in Section 8.
11.4. Termination by the Blogger. The Blogger may terminate participation by notifying the Company via email to the address specified in Section 14.1 at least 3 (three) business days in advance.
11.5. Effects of termination. From the termination date:
a) all licenses granted to the Blogger for the Company’s brand and materials are revoked; the Blogger shall immediately cease use and remove/delete them as required;
b) the Company conducts a final reconciliation; payouts for already credited Qualified Leads are made in the ordinary course, except for Leads under dispute/Hold;
c) the Company may withhold amounts for disputed Leads until reviews are completed and/or set off against counterclaims;
d) provisions on confidentiality, liability, dispute resolution, applicable law, and other clauses by nature surviving termination shall remain in effect.
12. Liability and Dispute Resolution
12.1. The Parties shall be liable for breaches only to the extent of direct, documented damages.
12.2. The Company does not guarantee any specific volume of traffic, conversion, revenue, or other performance indicators, and shall not be liable for disruptions in the operation of Platforms, ISPs, or third parties on which the Program depends.
12.3. In case of force majeure, including but not limited to natural disasters, war, acts of government authorities, payment system failures, or global technical outages, the Parties shall be released from liability for the duration thereof, subject to notifying the other Party within a reasonable period.
12.4. These Terms are governed by the substantive law of the Company’s place of incorporation, subject to mandatory provisions of Brazilian law to the extent applicable to relationships arising under the Program.
12.5. Any disputes shall be resolved amicably by negotiations. If no agreement is reached, disputes shall be submitted to the competent court at the Company’s place of incorporation, unless otherwise required by mandatory provisions of Brazilian law. The Company may, at its discretion, propose mediation or arbitration.
12.6. The Company may apply out-of-court protective measures, including but not limited to: suspension of participation, revocation of Promo Code, withholding of disputed payouts, temporary suspension of accruals, and other measures not prohibited by applicable law.
13. Effect of the Terms
13.1. The Company reserves the right to amend these Terms unilaterally.
13.2. Amendments take effect upon their publication on the Company’s official resources and/or upon notice sent via official communication channels. Continued participation in the Program after amendments constitutes acceptance thereof by the Blogger.
13.3. The Program is valid exclusively within the territory of the Federative Republic of Brazil, unless otherwise expressly provided by the Company.
13.4. The Blogger shall primarily target content to the Brazilian audience.
14. Miscellaneous
14.1. Operational communication shall be carried out through the Company’s official channels, including email [email protected] and the Program’s official Discord server (and any other means specified by the Company). Notices sent via such channels are deemed received by the Blogger on the date of sending.
14.2. Participation in the Program does not create any employment, agency, joint venture, or other relationship not expressly provided for in these Terms.
14.3. Invalidity of any provision of these Terms shall not affect the validity of the remainder. The Parties shall replace the invalid provision with one closest in meaning and economic effect.
14.4. The Company’s details and contact information are communicated to the Blogger through official channels, including publication on the Company’s official resources. Their amendment does not require a separate agreement and constitutes due notice.
NOVABITS LTD
Address: Omonoias, 13, SOHO EMBASSY, 3052, Limassol, Cyprus
Email: [email protected]