Game Time Agreement

Last updated: August 7, 2026

1: Definitions

For the purposes of this Agreement, the following terms shall have the meanings set out below:

•"Court" means each individual padel court at the premises of The Club on which the Padelytics system is installed and activated pursuant to this Agreement. Courts added after the date of signing shall be added to this Agreement by written amendment (including by an exchange of emails) specifying the additional monthly fee.

•"Service User", "Participant" and "End User" are used interchangeably and mean any natural person who plays a match monitored by the Padelytics system and who uses the resulting statistics, analyses, and recommendations.

•"Confidential Information" has the meaning set out in Article 11 (Confidentiality).

 

2: Introductory Provisions

The Parties hereby acknowledge that the Service Provider is a legal entity engaged in research and development in the field of sports technology (sport-tech), and that within the project "Padelytics" it is developing an innovative solution which, based on artificial intelligence, processes video recordings of padel games and provides participants with advanced statistics, analyses, and recommendations for game improvement.

The Parties also acknowledge that The Club, for the purpose of expanding and improving its operations and enhancing its performance, wishes to cooperate with the Service Provider and engage its services.

By this Agreement, the Parties determine and regulate their mutual rights and obligations in relation to their future cooperation, particularly regarding the engagement and further provision of services to participants, with the aim of improving performance and achieving the intended goals.

 

3: Subject of the Agreement

The subject of this Agreement is the regulation of the rights and obligations of the Parties in connection with their mutual cooperation and the further provision of services to participants.

Under the conditions set forth herein, the Service Provider undertakes to enable The Club to provide the services defined in this Agreement, while The Club undertakes to make such services available to game participants and to charge the final users (participants) directly for their use.

 

4: Obligations of the Service Provider

The Service Provider undertakes, during the agreed contractual period, to provide the agreed services, namely to use the "Padelytics" system, which processes video recordings of padel matches using artificial intelligence, monitors the matches, analyzes them, and provides the Service User, i.e. the participants in the matches, with advanced statistics, analyses, and recommendations for improving their game, based on their matches.

The Padelytics system specifically includes the process of collecting representative data from the real world (real data) and preparing and annotating such data for the purpose of training artificial intelligence models, all with the aim of providing end users with advanced statistics, analyses, and recommendations for improving their game.

After the data has been collected, the Service Provider processes it using its artificial intelligence system, after which the results of such processing are delivered to the end users (match participants) for their use through a web or mobile application.

Padelytics retains the exclusive right to prepare, process, and annotate the collected data in the form of video recordings and corresponding annotations, train its AI models and further develop and improve its technology platform, as well as the right to distribute such data to end users through the Padelytics web and mobile applications.

The Service Provider undertakes to provide its services professionally and guarantees their quality, and to perform the entrusted tasks in accordance with professional standards, good business practices, and with the diligence of a prudent businessperson. The Service Provider shall provide the services in accordance with the needs of the match participants, within the deadlines and in the manner agreed with the Service User, following its instructions and requirements.

The Service Provider shall, throughout the duration of this Agreement, advise the Service User on all matters falling within its scope of activity, i.e. within the scope of tasks for which it has been engaged.

The Service Provider shall, for the entire duration of the cooperation, collaborate with the Service User and with persons with whom the Service User connects it, for the purpose of the timely and efficient execution of the entrusted tasks.

The Service Provider undertakes to send to The Club, at its own expense, all necessary hardware (camera, camera mount, switch device, etc.) required for the operation of the Padelytics system. Alternatively, the Club may itself purchase the required hardware equipment, in accordance with the specifications and instructions provided by the Service Provider. In such case, the Parties shall agree in writing on the amount and manner of amortization of the hardware cost, whereby such amount shall be deducted from the first invoice(s) issued to the Club following the purchase, as agreed between the Parties.

The Service Provider undertakes to maintain the operation of the Padelytics system. In the event of any issues related to the provision of services or any malfunction of the Padelytics system, the Service Provider undertakes to provide the Service User with online technical and human support and to respond to the issue within 24 hours.

 

5: Obligations of The Club

The Club undertakes to install all relevant equipment and technical infrastructure necessary for the use of the services -- namely the monitoring of matches through the "Padelytics" system, which processes video recordings of padel matches using artificial intelligence and provides match participants with advanced statistics, analyses, and recommendations for improving their game.

The Club undertakes to carry out the activities referred to in the previous paragraph of this Article using its own workforce and at its own expense.

The Club undertakes to use the services appropriately, to enable their proper and timely use by its users, and not to misuse them. The Club shall cooperate with the Service Provider and, in the event of any potential issues, promptly notify the Service Provider thereof.

This Agreement shall have the nature of an exclusive agreement, and in this respect The Club expressly undertakes that, for the duration of this Agreement, it will not enter into cooperation with other natural or legal persons providing services in the field of activities performed by the Service Provider.

The Club shall further comply with its obligations under Article 13 (Data Protection) regarding informing Participants and, where required, obtaining their consent to the recording and processing of video footage.

 

6: Legal Nature

This Agreement does not establish an employment relationship, partnership, joint venture, or agency between the Parties. Neither Party shall act to the contrary by advertising or otherwise, nor shall either Party be obliged or held liable for any representations, acts, or omissions of the other Party.

 

7: Commercial Terms & Payment

The Parties agree that the Padelytics system shall be provided under a Flat Fee per Court model.

The use of the Padelytics system shall be in accordance with the agreed subscription tier with the Service Provider from time to time. The Club and its users shall have unlimited use of the system within the agreed subscription tier.

The monthly fee includes the Padelytics software license, as well as all software updates, maintenance, and technical support necessary for the operation of the system.

The Service Provider shall, unless the parties have agreed otherwise, provide the necessary hardware equipment required for the operation of the Padelytics system (including, but not limited to, camera, camera mount, switch device, and other relevant equipment). The cost of such hardware shall unless anything to the contrary has been agreed in writing, be paid by the Club, including installation and mounting costs.

If it has been agreed that the Club may itself purchase the required hardware equipment required to operate the Padelytics system, such purchases shall be in accordance with the specifications and instructions provided by the Service Provider.

In consideration for the services provided, the Club shall pay the Service Provider a fee of €199 (one hundred ninety-nine euros) per court per month.

The Club shall make the payment no later than seven (7) days from the date of receipt of the invoice.

In the event of late payment, the Service Provider shall be entitled to charge statutory default interest on the overdue amount for each day of delay. If payment is not made within thirty (30) days of the due date, the Service Provider shall be entitled to suspend the provision of services (including access to the Padelytics application) until full payment is received, without this being considered a breach of this Agreement by the Service Provider.

The Parties agree that the first month in which billing shall commence will be mutually agreed and confirmed by both Parties via email. The month in which this Agreement is signed shall not be considered as the first billing month, and no fees shall be invoiced for that month unless otherwise agreed in writing by both Parties.

 

8: Operational Model and Promotion

8.1. The Parties hereby acknowledge and agree that the Service Provider, shall be responsible for preparing the design of promotional posters to be placed next to the courts of The Club.

8.2. On the other hand, The Club is responsible to:

• arrange the production of posters in accordance with the delivered design,

• ensure their placement in visible locations next to the courts,

• use the recommended dimensions and printing materials.

Unless otherwise agreed in writing, the cost of producing (printing) the promotional posters referred to in this Article shall be borne by the Club.

8.3. The Parties mutually confirm that, from the moment of execution of this Agreement, they may commence their activities related to the promotion of their joint cooperation and the joint provision of services under this Agreement.

 

9: Term and Termination

This Agreement enters into force on the date of signing and is concluded for a period of twelve (12) months.

The Service Provider may terminate this Agreement if The Club fails to fulfil its obligations hereunder, subject to a mandatory 60-day notice period.

The Club may terminate this Agreement if the Service Provider fails to fulfil its obligations, subject to a mandatory 60-day notice period.

The Parties may terminate this Agreement at any time by mutual consent.

Notwithstanding the notice periods set out above, either Party may terminate this Agreement immediately, by written notice, if the other Party becomes insolvent, enters into liquidation or bankruptcy proceedings, ceases to conduct business, or has a receiver or administrator appointed over any part of its assets.

The Service Provider may further terminate this Agreement with immediate effect, without observing the notice period set out above, in the event of a breach by the Club of the exclusivity obligation under Article 5 and Article 12 (Non-Compete), without prejudice to the Service Provider's right to the contractual penalty set out in Article 12.

 

10: Intellectual Property

The Parties agree that all intellectual property and related rights created or developed in respect of the services to be delivered by the Service Provider under this Agreement is the exclusive and unrestricted property of the Service Provider, who retains copyright and related rights, i.e., intellectual property rights over its services and products created in the course of or in connection with this Agreement.

This Agreement and the related license to use the service shall not and cannot serve as a basis for the transfer, assignment, sale, or waiver by the Service Provider of any intellectual property rights. All data and statistics, including but not limited to all data derived from uploaded videos and other data in any medium shared with the Service Provider via the service, shall shall remain the exclusive property of the Service Provider.

For the avoidance of doubt, the Service Provider hereby grants the Club a limited, non-exclusive, non-transferable, non-sublicensable license to access and use the Padelytics web and mobile application solely for the purpose of providing the services to its Participants during the term of this Agreement. No other rights are granted to the Club by implication, estoppel, or otherwise.

 

11: Confidentiality

The Parties shall not, at any time during the contractual relationship or after its termination, directly or indirectly use or disclose business secrets or confidential information related to this Agreement.

For the purposes of this clause, confidential information includes information related to the data, business, system, technology, models, code and/or financial affairs of the Parties, and/or any third parties with whom the Parties have a business relationship, which is not publicly available, regardless of whether such documents are marked as confidential or treated as such.

In the event that either Party breaches its confidentiality obligations, it shall be liable to the other Party for the full amount of damages incurred, including but not limited to actual damages.

In any case, and notwithstanding other provisions of this Article, the Party whose right has been infringed shall be entitled to terminate this Agreement if the other Party breaches its confidentiality obligations.

 

12: Exclusive Right — Non-Compete Clause

In accordance with Article 5 of this Agreement, The Club undertakes not to enter into agreements with persons engaged in the Service Provider's registered business activities, in its own name and for its own account, for the duration of this Agreement (Exclusive Right — Non-Compete Clause).

If The Club breaches the agreed non-compete obligation, it shall pay the Service Provider a contractual penalty in the amount of EUR 5.000,00 (in words: five thousand euros).

If, as a result of such breach, the Service Provider suffers damage exceeding the contractual penalty, it shall be entitled to full compensation.

In any case, and notwithstanding other provisions of this Article, the Service Provider shall be entitled to terminate this Agreement if The Club breaches its non-compete obligation.

 

13: Data Protection

Both Parties shall comply with all applicable data protection laws and regulations, including, where applicable, Regulation (EU) 2016/679 (GDPR) as incorporated into Norwegian law, and the Norwegian Personal Data Act (personopplysningsloven).

The Parties acknowledge that the Padelytics system processes video recordings of Participants and derived data therefrom as well as other information uploaded or used in the system by Participants, which may constitute personal data, e.g. user data, statistical and/or annotated data measuring, comparing, analysing and projecting movements, positioning, velocity, ball speed, swing detection, joint angels, tracking, performance, other related game and player indicators, including but not limited to tactics, technique, game dynamics, and the results and outcomes from such use.

The Club shall be responsible for informing Participants that matches are recorded and processed by the Padelytics system, and for obtaining any consents or providing any notices required under applicable law prior to a Participant's match being recorded.

As between the Parties, the Service Provider shall act as the controller in respect of the data collected and processed through the Padelytics system for the purposes of developing, training, and improving its artificial intelligence models and products, and the Club shall act as controller in respect of its own use of the resulting statistics for its Participants. Where the Service Provider processes personal data on behalf of the Club, the Parties shall, upon request of either Party, enter into a separate data processing agreement compliant with applicable law.

The Service Provider shall implement appropriate technical and organizational measures to protect personal data against unauthorized access, loss, or misuse, and shall retain video recordings only for as long as reasonably necessary for the purposes described in this Agreement, unless a longer retention period is required by law.

 

14: Force Majeure

Neither Party shall be liable for any failure or delay in performing its obligations under this Agreement to the extent such failure or delay is caused by circumstances beyond its reasonable control, including but not limited to natural disasters, fire, war, act of terrorism, civil unrest, governmental action, power or internet outages, or failures of third-party providers.

The Party affected by such an event shall notify the other Party without undue delay and shall use reasonable efforts to mitigate its effects. If a Force Majeure event continues for more than sixty (60) consecutive days, either Party may terminate this Agreement by written notice, without liability for such termination.

 

15: Assignment

Neither Party may assign, transfer, or delegate this Agreement or any of its rights or obligations hereunder without the prior written consent of the other Party, except that either Party may assign this Agreement without such consent in connection with a merger, acquisition, corporate reorganization, or sale of substantially all of its business or assets, provided the assignee assumes all obligations under this Agreement.

 

16: Notices

All notices under this Agreement shall be made in writing and delivered by email to the addresses designated by the Parties for this purpose, or by registered mail to the addresses stated in the preamble of this Agreement. Notices shall be deemed received on the business day following dispatch, unless proof of earlier receipt is provided.

 

17: Governing Law and Jurisdiction

This Agreement shall be governed by and construed in accordance with the laws of Norway, without regard to its conflict of laws principles.

 

18: Dispute Resolution

Any disputes arising out of or in connection with this Agreement shall be settled amicably. If an amicable settlement is not possible within thirty (30) days, the dispute shall be resolved before the competent court in Oslo, Norway.

 

19: Final Provisions

Additions, amendments, modifications, and variations to this Agreement shall have no legal effect unless made in writing and signed and approved by both Parties.

Should this Agreement be translated into any other language for convenience, the English version shall prevail in the event of any discrepancy in interpretation.

8. Contact Us

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Address: Tordenskiolds gate 2, 4th Floor, 0160 Oslo, Norway.