Casino Table Games Agreement

Casino Table Games Agreement

Agreement Date:

Parties

Recitals

WHEREAS, Casino Operator is engaged in the operation of a casino and related table game services at the premises located at the address provided above; and

WHEREAS, Game Provider represents that it develops, supplies, and supports casino table games and ancillary services and possesses the necessary licenses, personnel and expertise to supply such games; and

WHEREAS, the parties desire to set forth the terms under which Game Provider will provide table game products and related services to Casino Operator effective as of the Agreement Date shown above.

Scope of Work

Game Provider shall provide and perform the services, equipment and deliverables described below. Services shall include, without limitation, game supply, installation, dealer training, regulatory compliance assistance, software updates, technical support and on-site maintenance as necessary for operation of table games at Casino Operator's premises.

Payment Terms

License Fee (if applicable): $ payable according to the schedule below.

Revenue Share (if applicable): Game Provider shall receive % of gross table game revenue for the covered games, calculated in accordance with the parties' agreed methodology.

Payment Terms: Invoices are due within days of receipt. Late payments shall incur interest at % per month (or the maximum permitted by law), calculated daily from the due date until paid in full, together with costs of collection, including reasonable attorneys' fees.

Term and Termination

Term: This Agreement shall commence on and shall continue until unless earlier terminated in accordance with this Agreement.

Either party may terminate this Agreement for convenience upon days' prior written notice. Either party may terminate for material breach on written notice if the breach is not cured within days after receipt of written notice specifying the breach.

Termination for insolvency, regulatory action or license revocation shall be effective immediately upon written notice. Upon termination, all outstanding fees and expenses accrued through the effective date shall become immediately due and payable. Each party shall return or destroy the other party's confidential information and equipment in accordance with the Confidentiality section.

Confidentiality

Definition: "Confidential Information" means non-public information disclosed by one party to the other that is designated as confidential or that, by its nature, ought reasonably to be treated as confidential, including game algorithms, payout structures, player data, financial terms and business plans.

Obligations: Each recipient shall hold the discloser's Confidential Information in strict confidence, use it solely for performance under this Agreement, restrict access to employees and contractors with a need to know, and implement reasonable technical and organizational measures to protect such information.

Duration: These confidentiality obligations shall survive termination of this Agreement for years, except that trade secrets shall remain protected for so long as they qualify as trade secrets under applicable law.

Compliance and Licenses

Game Provider warrants that all supplied games and software will comply with applicable gaming statutes, regulations and licensing conditions. Game Provider shall maintain all necessary permits and shall promptly notify Casino Operator of any regulatory actions that materially affect the operation of the games.

Indemnification and Limitation of Liability

Indemnification: Each party shall indemnify, defend and hold harmless the other party from third-party claims arising from its own gross negligence, willful misconduct or breach of representations, provided the indemnified party gives prompt written notice and reasonable assistance.

Limitation: Except for willful misconduct, fraud or indemnification obligations, neither party's aggregate liability for direct damages shall exceed the total fees paid by Casino Operator to Game Provider under this Agreement in the twelve (12) months preceding the claim. In no event shall either party be liable for consequential, incidental, special or punitive damages.

Data Protection and Player Information

Each party shall comply with applicable data protection laws governing personal data. Game Provider shall implement and maintain reasonable security measures to protect player data and shall not use player data except to perform obligations under this Agreement. Ownership of player personal data collected by Casino Operator remains with Casino Operator unless otherwise agreed in writing.

Governing Law

This Agreement shall be governed by and construed in accordance with the laws of without regard to its conflict of law principles. The parties agree that exclusive venue for disputes shall be the state or federal courts located in that jurisdiction, unless otherwise mutually agreed in writing.

Entire Agreement; Amendments

This Agreement, together with any exhibits or schedules expressly incorporated herein, constitutes the entire agreement between the parties concerning its subject matter and supersedes all prior and contemporaneous agreements, proposals and communications. No amendment shall be effective unless in writing and signed by authorized representatives of both parties.

Notices

Notices under this Agreement shall be in writing and delivered to the addresses set forth above or to such other addresses as a party may designate by notice. Notices shall be deemed given upon personal delivery, three (3) days after deposit with a nationally recognized courier, or upon confirmed electronic transmission where receipt is acknowledged.

Miscellaneous

Assignment: Neither party may assign this Agreement without the prior written consent of the other, except that either party may assign to an affiliate or in connection with a merger or sale of substantially all assets provided that the assignee assumes all obligations hereunder.

Severability: If any provision is held invalid or unenforceable, the remaining provisions shall remain in full force and effect to the fullest extent permitted by law.

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