1. SERVICES AGREEMENT

CricCenter.ai LLC (“CricCenter,” “us”, “our”, or “we”) is a member of the CricCenter.ai LLC. As proponents of youth sports, we aim to be the best place to experience youth sports moments through our proprietary organized sports services through our technology-enabled platforms, websites (e.g., https:// criccenter.ai/), mobile applications (i.e., “App”) and related online and offline services (collectively, the “Services”), which provide electronic content, functionality, features and applications (collectively, “Materials”) to our users (“Users” or “you”).

Please read our Terms of Use, Privacy Policy, and any other terms, policies, rules, or guidelines that we post in connection with the Services (collectively, the “Terms”) before using the Services. By using the Services or registering an Account (described below), you represent and warrant that (i) you are of legal age to form a binding contract with us, (ii) meet any eligibility requirements herein, and (iii) agree to be bound and abide by our Terms. If you use the Services or register an Account on behalf of an organization, “you” as used throughout the Terms also includes the Organization, and you represent and warrant that you can and do agree to these Terms on behalf of that Organization. As used herein, “Organization” means any national, state or local sports governing body, league, club, team, or other organization or entity, including without limitation those who host and/or conduct tournaments or other events. If you have entered into a separate contract executed by an authorized representative of CricCenter or CricCenter.ai LLC, that contract will control to the extent it conflicts with the Terms.

PLEASE SEE SECTIONS 10-11 BELOW REGARDING YOUR LEGAL RIGHTS IN ANY DISPUTE INVOLVING OUR SERVICES AND NOTE THE MANDATORY ARBITRATION AND CLASS ACTION WAIVER. THESE PROVISIONS INCLUDE EACH PARTY'S WAIVER OF THE RIGHT TO A JURY TRIAL.

If you do not agree to the Terms, or if you violate them in any way, your right to access or use the Services is terminated. We reserve the right, in our sole discretion, to modify, alter or otherwise update our Terms from time-to-time in our discretion by posting an updated version through the Services, and by re-accepting the Terms or using the Services afterwards, you agree to such updates.

CRICCENTER.AI SERVICES, TEAMS, AND USERS

2.1. Our Services

CricCenter.ai provides a comprehensive suite of Services designed for various purposes, including the organization and management of sports teams ("Teams") and the maintenance of athlete rosters participating in sports activities ("Players"). These Services encompass a range of functionalities such as scorekeeping, live streaming or replaying of events ("Events"), watching, modifying, or sharing video clips, and engaging with other Users, including family, friends, and fans. Users can also connect through in-app messaging, alerts, forums, and other features, in addition to accessing other functionalities offered through the Services.

Users have the ability to post information or data about specific Players ("Player Data") and various media content, including pictures, audio, and video ("Media Content"). Collectively, Player Data and Media Content constitute "User Content."

In the course of providing these Services, CricCenter.ai may collect information about Users, including Account data and other Services-related information associated with a particular User, as detailed below and in our Privacy Policy ("User Data"). Additionally, our Services may leverage information received from legal affiliates and third-party sources, including licensed content from sports, media, and other strategic partners.

2.2. Our Users

CricCenter.ai Services cater to different types of Users:

2.3. Handling of Personal Information

All personal information collected by CricCenter.ai concerning Users, Players, and any other individuals in connection with the Services (including User Data and Player Data) will be maintained in accordance with these terms and our posted Privacy Policy. However, it is important to note that Team Admins assume responsibility for their respective Player Data.

3. YOUR RESPONSIBILITIES

3.1. All Users

In connection with any User Content posted through the Services, you affirm, represent, and warrant that: (i) it complies with the Terms and applicable laws; (ii) you possess all legal rights to the User Content or have the right to grant the rights and licenses per the Terms; (iii) you will fulfill any financial obligations related to User Content; (iv) you are solely responsible for the legality, reliability, accuracy, and appropriateness of the User Content; (v) we bear no responsibility to third parties for your User Content; and (vi) CricCenter.ai or any designated party may use, modify, and disclose your User Content. Concerning content posted, including personal information, User Content, or User Data, you confirm that you have obtained legally required consents, and will not post anything associated with individuals or entities objecting to such posting.

For User Content related to a Minor under 13 ("Minor"), including Minor Data, you assert that either you are the Minor's parent or guardian consenting to CricCenter.ai's use of such data, or you possess verifiable consent from a parent or guardian, providing proof upon request In the event of withdrawn consent, you undertake to prompt removal of Minor Data or follow instructions for removal.

You are responsible for your interactions with other Users, online or offline. We may remove User Content or User Data at our discretion, including for perceived violations of our Terms, applicable laws, or concerns about safety, security, privacy, intellectual property, or maintaining a suitable environment.

We disclaim responsibility for Team Admins' or Organizations' activities, including Team administration, coaching decisions, and data collection. Questions about Team policies should be directed to them.

You bear the costs of internet, communication, devices, or equipment used in connection with the Services, impacting your data usage or plan

3.2. Registered Users

If you are a Registered User, you are responsible for Account activity and may not sell, transfer, or provide Account information to others. Account information must be accurate, and you must maintain password confidentiality. Use of correct credentials grants access.

3.3. Team Admins and Organizations

Team Admins and Organizations are responsible for Team-related activities, including resolving complaints or legal claims regarding Player Data and User Content.

3.4. Prohibited Activities

The Services should be used for permitted purposes only. Prohibited activities include unauthorized manipulation of the Services, introducing disruptive code, and engaging in fraudulent or illegal behavior. Any violations may result in suspension, termination, legal action, or reporting to law enforcement.

4. PAID SERVICES

4.1. Fees, Taxes, and Subscriptions

In opting for our fee-based Services, you may encounter a fee ("Fee") either through a subscription ("Subscription") or a one-time purchase. This grants specific access rights, posting privileges, or other features, subject to defined limitations or timeframes. Paid Services are accessible on-demand from the date of purchase, with a duration typically lasting for one (1) year, unless otherwise specified. Equipment purchases are subject to terms outlined at the time of purchase.

All monetary transactions are initially processed in the local currency based on the user's current country and then converted to U.S. Dollars. Subscription renewals can be managed through the service used for sign-up, and payment history is accessible in your Account or by reaching out to us. Fee adjustments will be communicated through our Services or email, becoming effective in the subsequent billing cycle. By subscribing or using Fee-based Services, you agree to pay the applicable Fees, authorize us to charge your provided payment method, and acknowledge responsibility for all Taxes, excluding taxes based on our income.

Subscription Fees are automatically charged on a recurring basis. Unless you cancel or modify your Subscription(s) according to the Terms, they will renew automatically for successive periods at the posted Fees. YOU ACKNOWLEDGE THAT PERIODIC CHARGES (E.G., MONTHLY) MAY BE SUBMITTED WITHOUT FURTHER AUTHORIZATION UNTIL NOTICE OF TERMINATION OR PAYMENT METHOD CHANGE. TERMINATION CAN BE EFFECTED THROUGH THE SERVICES OR BY CONTACTING finance@criccenter.ai. This does not affect our right to seek payment directly from you.

For transactions:

Please Note: To purchase a subscription, accurate payment details are required. We explicitly state that we are not responsible for any scam or defrauding. Ensure that all payment details provided are correct to avoid any discrepancies.

You are obligated to provide accurate billing details and promptly inform us of any changes or security issues concerning your payment method.

4.2. Cancellations, Refunds, and Returns

Recurring subscriptions can be canceled at any time within 7 days by emailing finance@criccenter.ai, providing your Account name and associated email address. Certain cancellations may necessitate contact with the third-party app store where the recurring subscription was registered.

Once initiated, payment obligations are non-refundable. No Fees will be refunded for early cancellation, termination, or any other reason. Any mandated return or refund under the law will be provided as credits unless a refund is legally required or chosen at our discretion. Fee disputes must be reported within seven (7) days, and you agree to cooperate in resolving such disputes. In case of billing errors, appropriate credits will be applied, and you agree to reimburse us for reasonable collection costs for delinquent amounts.

5. OWNERSHIP, RIGHTS, AND OBLIGATIONS

5.1. Your License Grant to CricCenter.ai

You hereby grant CricCenter.ai with its affiliates a non-exclusive, perpetual, fully paid and royalty-free, transferable, sub-licensable (through one or multiple tiers), non-terminable, irrevocable, worldwide license and right to use, reproduce, perform, display, distribute, create derivative works and disclose to third parties any:

  1. User Content that you post through the Services or otherwise provide to us.
  2. User Content posted by others about you or any Player for whom you are a parent or guardian.
  3. Any feedback, recommendations, ideas, suggestions, or other similar materials you choose to send to us.

It is in our sole discretion to share, reproduce, publish, or post any such User Content (including Player Data). In some instances, the Services will provide Users or Team Admins certain controls to determine the extent to which other Users may access or use User Content, but except as provided in our Privacy Policy, User Content will be considered non-confidential and non-proprietary.

This license includes our use and disclosure of User Content for advertising, promoting, marketing, publicity, any lawful purposes, or any other purposes, including without limitation, to send marketing communications, for benchmarking, analysis and research, to promote our brand, Teams and Players in any and all media formats and channels including without limitation, third party websites, feeds, public forums and social media platforms, to businesses, organizations and sports-related agents, and for any other purposes as we may determine in our discretion without any further obligation to you or the Player.

5.2. Our License Grant to Users

CricCenter.ai with its affiliates and licensors own all right, title and interest in the Services, Materials, and User Data. Subject to your compliance with the Terms, we grant you a limited, non-exclusive, non-sublicensable, non-transferable, revocable license to access and use the Services for lawful purposes. We reserve the right to decline or deny the Services to anyone for any reason and at any time in our discretion. This license grant is for personal noncommercial use and, to the extent you are an Organization, for the benefit of your members.

The Services contain Materials owned or licensed by us, including name, logo, text, images, audio/visual works, icons and scripts and other materials provided on or through the Services. Except as provided herein or otherwise made directly available to you through features and functionality we provide in the Services, none of the Materials may be copied, distributed, displayed, downloaded, or transmitted in any form or by any means without prior written permission from us or the third party owner, as applicable.

Unauthorized use of any Materials provided by the Services may violate copyright laws, trademark laws, the laws of privacy and publicity, and/or other regulations and statutes. Except as expressly provided herein, we and our third-party licensors reserve all rights with respect to the Services and Materials. We may pursue legal action under applicable laws and/or report to law enforcement for any violations, any we may terminate the account of any user believed to violate the Terms. We may also disable any social media features and any links at any time without notice in our sole discretion.

Trademarks and service marks that may be referred to in the Services are our property or their respective owners. Nothing in the Services should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any trademark or content without our written permission. You are not authorized to use our company and brand names and logos (including without limitation CricCenter.ai) without express written permission, except to the extent otherwise permitted by law.

5.3. Our Services and Materials

We may update our Services and Materials from time to time, but they will not necessarily be complete or up-to-date. The Services may be supported by advertising revenue and may display advertisements and promotions, and you agree that we may place such advertising and promotions through the Services or on, about, or in conjunction with User Content. The manner, mode and extent of such advertising and promotions are subject to change without specific notice. You acknowledge that we may not always identify promoted services or content or commercial communications as such. Although it is our intention for the Services to be available as much as possible, there may be occasions when the Services may be interrupted or unavailable, including without limitation, for scheduled maintenance or upgrades, for emergency repairs, or due to failure of telecommunications links and/or equipment. We may remove any content, data, or information from the Services for any reason, without prior notice. User Data and User Content removed from the Services may continue to be stored by us, including without limitation, in order to comply with certain legal obligations, but may not be retrievable without a valid court order or similar legal process.

5.4. Linking to the Services

You may link to our Services, provided you do so in a way that is fair and legal, and does not damage our reputation or take advantage of it, but you must not establish a link in such a way that violates the Terms or suggests any form of association, approval, or endorsement on our part without our express written consent. The Services may provide certain social media features that enable you to: link from your own or certain third-party websites to certain content on our Services; send communications with certain content, or links to certain content, using the Services; or cause limited portions of content on the Services to be displayed or appear to be displayed on your own or certain third-party websites. You may use these features solely as they are provided by us, and must not otherwise: establish a link from any website that is not owned by you; cause the Services or portions of it to be displayed on, or appear to be displayed by, any other site (for example, scraping, framing, deep linking, or in-line linking). We may disable any social media features and any links at any time without notice in our sole discretion.

5.5. Third-Party Ads and Gamification

We reserve the right to display third-party advertisements within the Services to generate revenue. Additionally, we may incorporate gamification elements within the Services for user engagement and entertainment. The specific nature and mechanics of these gamification features may be subject to change, and we retain the discretion to modify or update them without prior notice.

6. THIRD-PARTY LINKS AND TOOLS IN THE SERVICES

While we maintain overall control of the Services, it's important to note that certain hyperlinks or provided tools within the Services may connect to third-party services or features. These third-party links and tools are offered purely for your convenience. It's crucial to understand that the presence of a link or tool does not constitute an endorsement of the linked site or tool, its operator, or its contents. Nor does it imply any form of affiliation with the linked site or tool. It's essential to emphasize that the Services do not incorporate any materials from these linked sites or tools by reference. We retain the right to terminate a link or tool to a third-party website or service at any time. Importantly, these third-party websites or services are not within our direct control, and they may have distinct terms of use and privacy policies. We strongly encourage you to thoroughly review the terms and policies of any third-party site or tool you may access through our Services.

7. BETA TESTING

Periodically, we may offer specific Services and Materials to selected Users through a process known as "beta testing" (each beta testing feature, a "Beta Feature"). It's important to note that Beta Features are not publicly available and are provided exclusively for testing and evaluation purposes. By participating in beta testing or accessing Beta Features, you agree to abide by this Section and the Terms. Additionally, you acknowledge and agree to the following:

  1. (a) Beta Features may not operate as expected and/or may not perform at the level of our commercially available Service.
  2. (b) Any and all information related to a Beta Feature, including your use of a Beta Feature and your feedback, is considered confidential information. This information must be kept in strict confidence and should not be shared with any other person.

In the event of any unauthorized use or disclosure of confidential information, you are required to provide us with immediate written notice of such unauthorized use or disclosure. Furthermore, you must fully cooperate with us to regain control of, and prevent further unauthorized use or disclosure of, the confidential information.

8. SERVICES CONTROLLED FROM THE UNITED STATES

Our Services are operated from the United States. We do not assert that content or materials within the Services are suitable or accessible for use in other jurisdictions. Accessing any of the Services from jurisdictions where such access is deemed illegal is strictly forbidden. Should you decide to access the Services from other jurisdictions, you proceed at your own risk. It remains your responsibility to ensure compliance with relevant laws.

9. DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

9.1. Disclaimer

Our Services do not guarantee the preservation of all user content or information, and WE ARE NOT A BACKUP SERVICE. Therefore, you agree not to rely on the Services for storing the sole copy of any User Content crucial to you. Except as otherwise outlined in our Privacy Policy, we have no obligation to retain or provide copies of User Content. We shall not be held liable to you or any third party for any modification, suspension, or discontinuation of the Services or the loss of any User Content.

Your use of the Services, Materials, and User Content is at your own risk. To the fullest extent permitted by applicable law, the Services and all User Content and Materials therein are provided "as is" without a representation or warranty of any kind, either expressed or implied, including without limitation, warranties of title, merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that the functions or content contained on the Services will be uninterrupted or error-free, that defects will be corrected, or that our servers are free of viruses or other harmful components through the use or downloading of material from the Services. Under no circumstances shall we be liable for any direct or indirect, actual, special, punitive, incidental, or consequential damages arising from the Services. Some jurisdictions do not allow the exclusion or limitation of liability for certain damages, and in such jurisdictions, our liability is limited to the greatest extent permitted by law.

By accessing the Services, you understand that you may be waiving rights with respect to claims that are at this time unknown or unsuspected. In accordance with such waiver, you acknowledge that you have read and understand, and hereby expressly waive, the benefits of Section 1542 of the Civil Code of California and any similar law of any state or territory, which provides as follows: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR."

We do not endorse, approve, or verify any posted User Content on the Services, and we shall not be responsible or liable whatsoever in any manner for any User Content posted on the Services (including without limitation claims of infringement relating to User Content posted on the Services), for your use of the Services, or for the conduct of third parties whether on the Services or relating to the Services. If you are a consumer, the provisions in these Terms are intended to be only as broad and inclusive as permitted by the laws of your state of residence. We reserve all rights, defenses, and permissible limitations under the law of your state of residence.

9.2. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL CRICCENTER.AI AND ITS AFFILIATES AND/OR SUPPLIERS BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL DAMAGES OR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF USE, DATA, OR PROFITS, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THESE TERMS, WITH THE DELAY OR INABILITY TO USE THE SERVICES, THE PROVISION OF OR FAILURE TO PROVIDE SERVICES, OR FOR ANY INFORMATION, SOFTWARE, PRODUCTS, SERVICES, AND RELATED GRAPHICS OBTAINED THROUGH THE SERVICES, OR OTHERWISE ARISING OUT OF THE USE OF THE SERVICES, WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE, EVEN IF CRICCENTER.AI OR ANY OF ITS AFFILIATES AND/OR SUPPLIERS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.

9.3. Your Indemnification Obligations

You shall indemnify, defend, and hold harmless CricCenter.ai and its affiliates, with their past and present directors, affiliates, partners, officers, employees, and agents (collectively, “Indemnitees”) from and against all liabilities, damages, and expenses, claims for damages, suits, proceedings, recoveries, judgments, or executions (including without limitation litigation costs, expenses, and reasonable attorneys’ fees) that may be suffered by, accrued against, charged to, or recoverable from Indemnitees by reason of or in connection with your use of the Services or User Content, violation of the Terms, or breach of applicable laws, rules, regulations, or statutes in connection with the use of the Services or User Content.

10. Governing Law and Dispute Resolution

10.1. Governing Law

This Agreement and any dispute or claim arising out of or in connection with it, including any noncontractual disputes or claims, shall be governed by and construed in accordance with the laws of the State of Texas, excluding the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA). The parties agree that any legal action or proceeding arising out of or relating to this Agreement shall be instituted in the state or federal courts located in Texas, and you hereby consent and submit to the personal jurisdiction of such courts for the purposes of litigating any such action.

10.2. Dispute Resolution

We encourage the amicable resolution of disputes. In the event of any dispute, controversy, or claim arising out of or relating to this Agreement, including its formation, validity, binding effect, interpretation, performance, breach, or termination, the parties shall make good faith efforts to resolve such dispute through direct negotiations.

10.3. Arbitration

If the parties are unable to resolve the dispute through negotiations, any unresolved controversy or claim arising out of or relating to this Agreement shall be settled by arbitration administered by JAMS in accordance with its Commercial Arbitration Rules, and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitration shall take place in Texas, and the language of the arbitration shall be English. The parties shall share equally in the costs of the arbitration, except that each party shall be responsible for its own attorneys' fees and costs.

10.4. Arbitration Filing Fees

In the event of arbitration, to the extent the filing fee for the arbitration exceeds the lesser of $250 or the cost of filing a lawsuit, CricCenter.ai shall pay the additional cost. All other costs of the arbitration will be borne by CricCenter.ai. You will be responsible for your own attorney fees and expenses unless the arbitration rules or applicable law permit you to recover your attorney’s fees.

10.5. Waiver of Certain Rights from Court

By entering into this Agreement, the parties understand and agree that they are waiving their rights to maintain other available resolution processes, such as a court action or administrative proceeding, to settle their disputes. The parties acknowledge that the costs of arbitration could exceed the costs of litigation but agree to this waiver knowingly and voluntarily.

10.6. Class Action Waiver

The parties expressly waive their right to file a class action or seek relief on a class basis. Each party agrees that any arbitration shall be conducted in its individual capacity only.

10.7. Exception for Small Claims Court Claims

Notwithstanding the arbitration provisions, either party may seek relief in a small claims court for disputes or claims within the scope of that court’s jurisdiction. Any appeal of the decision in such small claims court shall be subject to these arbitration provisions.

10.8. 7-Day Right to Opt-Out

You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth herein by sending written notice of your decision to opt-out to the following email address: customercare@criccenter.ai. The notice must be sent within seven (7) business days after any material change to the arbitration provisions of these Terms; otherwise, you shall be bound to arbitrate disputes in accordance with the terms of those Sections. If you opt-out of these arbitration provisions, we also will not be bound by them.

11. GENERAL PROVISIONS

11.1. Open Source Components

Notwithstanding the license grants herein, you acknowledge that certain components of the Services may contain third-party software available under so-called “open source” software licenses (each, an “Open Source Component”). Strictly to the extent required by a license covering an Open Source Component, (i) the terms of such license will apply to that Open Source Component in lieu of the Terms, (ii) any restrictions in the Terms that conflict with such license will not apply to that Open Source Component, and (iii) any requirement to offer source code or related information for such Open Source Component is hereby made and can be fulfilled by contacting us at customercare@criccenter.ai.

11.2. App Stores

If you download our App from a third-party app store platform such as Apple App Store, Google Play (“App Store”), your access and use of the App will also be subject to that App Store’s terms (“App Store Terms”). Please review your App Store Terms for additional relevant terms and conditions that may apply. We do not control your applicable App Store Terms, including their privacy policy and practices. App Stores have no obligation or responsibility for the operation, maintenance, use, or support of the Services, except as otherwise provided in the App Store Terms. All claims related to the Services must be submitted to us as provided herein.

11.3. No Waiver

No waiver by us of any provision or any breach of the Terms constitutes a waiver of any other provision or breach of the Terms, and no waiver shall be effective unless made in writing. Our right to require strict performance and observance of any obligations in the Terms shall not be affected in any way by any previous waiver, forbearance, or course of dealing. You may not sell, assign, license, sublicense, or otherwise convey in whole or in part to any third party the Services or Terms provided hereunder without our prior written consent.

11.4. Entire Agreement; Conflicts; Severability; No Other Relationship

You acknowledge that you have read and understood and agree to be bound by the Terms (which includes these Terms of Use along with the Privacy Policy and any other terms, policies, rules, or guidelines that we post in connection with the Services), which shall constitute the complete and exclusive statement of the agreement between you and us and supersedes all other proposals or prior agreements oral or written, and any other communications relating to the subject matter of these Terms of Use. To the extent there is any conflict between the Terms of Use, the Privacy Policy, and any other applicable terms; the Privacy Policy shall govern, followed by these Terms of Use, followed by the other applicable terms. If any provision of the Terms is found unenforceable, it shall not affect the validity of the remainder of the Terms, which shall remain valid and enforceable according to their terms, and the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision, and the remainder of the agreement shall continue in effect. You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of the Terms or your use of the Services.

Contact Us:

If you have any questions, concerns, or comments about our Terms or the Services, please email us at customercare@criccenter.ai.