Terms and Conditions
1) TSE warrants and represents that:
a. TSE will use commercially reasonable efforts to ensure that, during the Term of the Agreement
the “Game Time ScriptPRO” application and all software provided pursuant to the Agreement
(collectively, the “System”) shall be fit for its/their intended purpose(s); capabilities provided by
the System will be uninterrupted and error-free; defects in the System will be corrected upon
discovery ; the System server through which will be free of viruses or other harmful components;
b. TSE has full right, title and interest in and to the System and TSE's execution of this Agreement
and performance of its obligations hereunder will not violate any applicable governmental law,
regulation or court order or the legal or proprietary rights of any third party; and
c. Subscriber’s use of the Services as contemplated by this Agreement will not infringe or violate
any proprietary or other legal right of any third party.
Privacy Policy
2) “ Subscriber’s Confidential Information” shall mean any confidential or proprietary information which is
not generally known by non-party personnel or which is proprietary to, or relating to the business of,
Subscriber or its affiliated entities, their sponsors and customers, and their respective officers and employees.
Without limiting the generality of the foregoing, Subscriber’s Confidential Information includes, but is not
limited to, Protected Marks and Property, as hereinafter defined; personal, banking, financial, or other nonpublic
information concerning Subscriber or Subscriber’s business operations; Subscriber’s sponsor or
customer information or reports, studies, findings, data, plans or other records, and/or software related ; work
product resulting from or related to Subscriber Data and/or Subscriber’s use of the System ; internal
personnel, marketing and other business information and manner and method of conducting business;
Subscriber’s strategic operations and other business plans and forecasts; confidential information provided
by or regarding a Subscriber’s employees, customers, vendors, and other contractors, or any information
labeled “Confidential” by Subscriber .
3) TSE expressly acknowledges that all right title and interest in and to the Subscriber name and its sponsors
names, as well as the trademarks, logos and images of the Subscriber and its sponsors are the exclusive
property of the Subscriber and its sponsors respectively (“Protected Marks”) and that all right title and
interest in and to any other logos, images, names, marks and other proprietary material to which TSE may
have access in connection with the Agreement are the exclusive property the Subscriber or its sponsors, as the
case may be (collectively “Property’). This Agreement shall not grant or license any right in the Protected
Marks or in any other Property.
4) No right, title, license or interest to any written material, Protected Marks, Property, audio, or video
content, or any other material (collectively “Subscriber Data”) provided by Subscriber to TSE or distributed
or displayed on or through the System shall be transferred to TSE, or any System user or any third party
under this Agreement. Subscriber retains all ownership and other rights in the Subscriber Data, and all such
rights are reserved.
5) TSE shall have no right to use Subscriber’s name or any Subscriber Data in connection with the
advertisement or promotion of the System or any services provided by TSE hereunder unless previously
authorized by Subscriber in writing.
6) TSE will indemnify and hold harmless Subscriber, its related companies and sponsors and any of their
respective employees, officers, directors, partners, agents, contractors and representatives from and against
claims, losses damages and expenses, including reasonable attorney fees, arising from any default in the
performance of its obligations under the Agreement or any personal injury or damage to property, or violation
of the rights of any third party or of any law or regulation, related to the actions of TSE or to the System or
the services provided by TSE under the Agreement. Subscriber will indemnify and hold harmless TSE, its
2 employees, agents, contractors and representatives from and against claims, losses, damages and expenses,
including reasonable attorney fees, arising from any default in performance of its obligations under the
Agreement or any personal injury or damage to property, or violation of the rights of any third party or of any
third party or of any law or regulation, related to the actions of Subscriber, except to the extent caused by any
breach, negligence or misconduct by TSE, or its employees, agents, contractors or representatives. The
provisions of this Paragraph 6 shall survive the expiration or earlier termination of this Agreement.
7) During the term of the Agreement, TSE shall provide such training, system upgrades and continued
technical support as may be reasonably required by the Subscriber in connection with the System. TSE office
hours are Monday- Friday from 7:30am to 5:30 pm Central Standard Time. A GameTime Solutions Provider
will be on call for technical support after normal business hours at 800-962-2471.
8) The Agreement may not be modified except in writing signed by the parties and the rights and obligations
of the parties thereunder shall inure to the benefit of the successors and assigns of the parties, except that the
TSE may not assign any right or obligation under this Agreement without the prior written consent of the
Subscriber.
9) In addition to any other legal right or remedy, Subscriber shall have the right, in its sole discretion, to
terminate the Agreement upon 30 days written notice to TSE where, in the sole discretion of the Subscriber
(a) TSE fails to comply the requirements of this Agreement; or (b) the use of the System by Subscriber may
adversely affect, or be detrimental to, the reputation, good will, or the best interests of the Subscriber or has
resulted in or is likely to result in, personal injury or damage to property, or violation of the rights of
Subscriber or of any third party or of any law or regulation.
10) Any termination of the Agreement by TSE for non-payment shall be upon 15 days written notice to
Subscriber.
TSE GameTime ScriptPRO Terms and Conditions
