Jeopardy! Bar League Terms and Conditions

These Additional Terms and Conditions are included in and made part of the Agreement between GWD and Client.

1. Venue Access. Client will provide a safe and secure location to run Jeopardy! Bar League (“JBL”) shows. Client will ensure access to the location for a minimum of 1 hour before start time and 1 hour after end time to allow for set up and break down and removal.  GWD’s host may terminate a show if he/she in good faith believes there is imminent danger of personal or property injury. 
2. Technical Requirements. Client shall comply with the following requirements: A stable internet connection. The table below will outline the minimum internet download speeds, depending on the number of anticipated players:

Preferred options: (i) use of a wired, ethernet connection and static IP; (ii) use of an internet source different than the players, if available; and (iii) if venue Wi-Fi is used, QoS enabled to prioritize traffic for the laptop/desktop used.

A sound system the host can connect to, including either a house sound system or a PA system.

Player requirements. Contestants will need: (i) a laptop, tablet or mobile device; (ii) Chrome or  Safari browser; and (ii) a stable internet connection.

If a contestant is experiencing issues, it is suggested to switch connection methods (Wi-Fi vs. cellular)

3. Host. GWD shall provide a host prior to the start of the first JBL event as listed on the Agreement. If GWD is unable to locate a host prior to the first event date, then it shall provide Client with a minimum of 15 days’ prior written notice. In such event, Client may cancel the Agreement, and neither party has any further obligations. After first event date, GWD will not bill Client for any event where GWD is unable to provide a host for Client.
4. Intellectual Property Rights. GWD’s affiliate STREAMSIX Corp. has licensed from Sony Corporation the right to use certain proprietary material in connection with JBL. All Intellectual Property Rights (defined below) and other proprietary rights to the Services and JBL will remain the property of GWD and/or its licensors, and no rights thereto are granted to Client. GWD shall own all lists of customers (including email addresses) who participate in JBL.
5. Marks. GWD grants to Client a revocable, non-exclusive, non-transferable, limited license to use GWD’s and JBL’s logo and name in promotions and marketing as the parties mutually agreed upon.  GWD may use Client’s name, trademarks, and name of the venue on GWD’s website, blogs, and other promotional material for purposes of posting show schedules and reporting on completed shows.  In connection with the Services, GWD may solicit and use third party advertising and awards, including but not limited to, answer sheet and award sponsorship, awards, and special event sponsorship. Client acknowledges GWD may recoup operational costs by accepting promotional sponsorships integrated into the performance of JBL.
6. Licensing. Client acknowledges that GWD may use copyrighted musical works in the performance of JBL. Client warrants that their premises are adequately licensed by ASCAP, BMI, and/or SESAC for the use of copyrighted audio works by entertainers (including GWD) working on their premises.
7. Force Majeure. GWD is not liable for a delay in or failure to perform the JBL if due to causes beyond its control, including but not limited to acts of God, fire, war, riot, strikes, pandemics, or other labor trouble, or court or governments orders.  If the host arrives late except for reasons stated in this section, the host will extend the time of the show for the length of the delay or GWD will refund that part of the lost time of the show. 
8. No Warranty. JBL AND THE SERVICES ARE AN ENTERTAINMENT SERVICE PROVIDED AS IS, AND GWD PROVIDES NO WARRANTY, EXPRESS NOR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.  GWD SHALL NOT IN ANY EVENT BE LIABLE FOR ANY INCIDENTAL, SPECIAL, INDIRECT, OR CONSEQUENTIAL DAMAGES TO ANYONE BY REASON OF THE AGREEMENT OR GWD’S ACTIVITIES HEREUNDER. IN NO EVENT SHALL GWD’S LIABILITY EXCEED THE FEES PAID FOR THE SERVICES.
9. Mutual Indemnification. Each party shall indemnify and hold the other party harmless from all liabilities, costs and expenses (including, without limitation, reasonable attorneys’ fees) that such party may suffer, sustain or become subject to as a result of (i) a party’s gross negligence or willful misconduct in performing any of its obligations under the Agreement and Services, or (ii) arising from the failure to comply with such laws or rules or from any claims asserted by a party’s customers, or (iii) their material breach of any representations, warranties, covenants or agreements under the Agreement.
10. Miscellaneous.

• Relationship.  The Agreement does not create and shall not be construed as creating any relationship of agency, partnership, joint venturers, or employment between the parties. 
• Survival.  Outstanding payment obligations, and Sections 4, 5, 6, 7, 8, 9 and 10 shall survive the termination of the Agreement.  
• Notices.  Except as provided otherwise, all notices required or permitted under the Agreement shall be in writing, and shall be deemed effective when actually delivered, or one day after being sent by reputable overnight courier, to the parties addresses specified in the Agreement.  A party’s address may be changed by giving notice to the other party. 
• Assignment.  Client may not assign its rights or delegate its duties under this Agreement.  GWD may assign and delegate the Agreement in connection with the acquisition, merger, or sale of all or substantially all assets, of GWD. 
• Entire Agreement.  The Agreement and its exhibits constitute the entire understanding and agreement of the parties and supersede all prior understandings and agreements, whether written or oral, with respect to the subject matter hereof.  Any waiver, modification, or amendment of any provision of the Agreement will be effective only if in writing signed by the parties. 
• Severability.  If for any reason any provision of the Agreement shall be determined by a court of competent jurisdiction to be invalid, void, or unenforceable in any jurisdiction to which it applies, the validity of the remainder of the Agreement shall remain in full force and effect and shall not be affected, and such provision shall be deemed modified to the minimum extent necessary to make such provision consistent with applicable law, and in this modified form, such provision shall then be enforceable and enforced. 
• Late Fees. Client will pay interest at an annual rate of 16% on late payments which are more than 30 days past due, plus GWD’s reasonable attorney’s fees incurred to collect such payments. 
• Governing Law. The Agreement is made under, and shall be interpreted and enforced in accordance with, the laws of the State of New York without giving effect to those principles of conflict of laws which might otherwise require the application of the laws of another jurisdiction. 
• Arbitration. The parties agree that any dispute or controversy arising out of the Agreement and the Services shall be submitted to binding arbitration to be held in New York County, New York in accordance with the rules of the American Arbitration Association (the “Rules”). The decision of the arbitrator shall be final and binding on the parties.
• Interpretation.  All headings herein are inserted only for convenience and ease of reference and are not to be considered in the interpretation of the Agreement.  The Agreement is a product of the negotiation of all parties, and shall not be construed in favor of or against a particular party. 
• Execution.  The Agreement may be executed manually or electronically in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same document.
• Definition of “Intellectual Property Rights” “Intellectual Property Rights” means all patents, registered trademarks and designs, copyrights (present and future), applications for any of the foregoing, trade and business names, trade secrets, domain names, unregistered trademarks, goodwill in relation to the foregoing, rights in designs (whether registerable or not), know-how, (in each case to the fullest extent thereof and for the full period therefor and all related applications, extensions and renewals thereof) and rights of the same or similar effect or nature, whether now existing or later created or recognized.
• Brand Representation and GWD Representative Treatment and Conduct.  Client warrants and covenants that while any host or GWD representative is on-site, no Client, Client staff member, Client employee or Client customer contestant  will: (a) publicly disparage GWD, its content, its management or representatives.; (b) make disparaging comments or jokes at the expense of any person, present or otherwise, pertaining to their race, ethnicity, nationality, language, class, religion, sex, gender, sexual orientation, gender identity, sex characteristics, age, health, disability, or other status; nor will use any slurs pertaining to same; nor (c) engage in any manner of sexual harassment in any form, including verbal, physical, and visual harassment. In the event that GWD representative is subject to any of the foregoing, whether it be by Client, Client staff member, Client employee or Client customer contestant, Client will work with GWD staff, in good faith, to remedy the situation. GWD reserves the right to immediately forfeit service if the situation cannot be quickly remedied. Furthermore, GWD warrants and covenants that its code of host conduct forbids all of the foregoing. If Client credibly reports that the GWD representative engages in any of the activities during the performance of their duties, this will not constitute a breach of the entire Agreement; rather, GWD will remove the host from this assignment and assign a new host to Client.