Terms of Use for the Online Portal Athletic Passports

GENERAL REMARKS

Welcome to Athletic Passports - a product of Athletics Passports LLC ("Athletics Passports"). The following Terms of Use govern use by all users accessing this Athletic Passports website/portal (hereinafter, "Athletic Passports Portal"), an Electronic Product, whether to visit the site, register to become an Athletic Passports Verified Player (as defined below) or as a "Designated User" of the Athletic Passports Portal when licensed pursuant to a License Agreement for Access to Athletic Passports. If you visit the Athletic Passports Portal, you accept these Conditions of Use.

These Conditions of Use, as amended from time to time, supplement any terms and conditions in any other agreement, including, if applicable, any License Agreement for Access to Athletic Passports ("License Agreement"). Except as to any provisions for choice of law, venue and jurisdiction found in any applicable License Agreement, in the event of any contradiction, inconsistency or variance between the provisions of your License Agreement and these Conditions of Use, these Conditions of Use shall take precedence.

Sporting and tournament organizations and event providers ("Tournament Organizations") develop, promote and host youth athletic tournaments, events and competitions ("Competitions" or "Events"). Tournament Organizations have certain rules of play for its Events, including, but not limited to, age and/or grade eligibility requirements for athletes ("Players") for competing in Events.

Proof of age requirements as well as proof of grade requirements have been difficult to administer and enforce during Events, and incidents of "age" or "grade" cheating to gain tactical advantage during Events has been increasing in some areas, the incidents of which can lead to an unsafe and unsportsmanlike environment.

Athletics Passports, LLC provides this Athletic Passports Portal for Players to register and upload certain specified proof of age and grade documents, the fee for which is $4.95 for a one (1) year period ("Annual Player Registration Fee"), which fee is subject to change at the sole discretion of Athletics Passports. Players also pay a tournament management fee of $3.00 per Tournament Organization for which the Players are registered for Events. ("Tournament Management Fee"), which fee is subject to change at the sole discretion of Athletics Passports. (For clarification: The Tournament Management Fee is not a fee paid per Event that the Player is registered. The Player Verification Fee is paid per Tournament Organization, regardless of the number of Events hosted by each Tournament Organization for which a Player is registered. If a Player registers for Events with multiple Tournament Organizations, the Player will be required to pay a Tournament Management Fee per Tournament Organization). Once a Player has registered on the Athletic Passports Portal, uploaded required proof of age and grade documents and paid the forgoing fees, the Player will be issued an eligibility card by Athletics Passports, which shall expire one year from the date of issuance, and deemed an "Athletic Passports Verified Player", subject to these terms.

DEFINITIONS

1. Athletics Passports – Athletics Passports LLC, its parent, subsidiary and affiliates.

2. Customer or You/Your – Any person accessing Athletic Passports Portal, including registering Players and Athletic Passports Verified Players, and any corporation, entity or business, along with its Designated Users, party to the License Agreement pursuant to which access to the Athletic Passports Portal is granted.

3. Players - Any athlete competing in or registering with a Tournament Organization to compete in its Events.

4. Athletic Passports Portal -- The online service residing at https://www.athleticpassports.com available from Athletics Passports to Players, and Designated Users, including all products, services and features offered via the service, as may be amended from time to time.

5. Designated Users – The users expressly authorized pursuant to the License Agreement to access the Athletic Passports Portal.

6. Users or User – Shall collectively mean anyone visiting this site, including Players registering to become a Athletic Passports Verified Player and Designated Users.

7. Intellectual Property Rights – These rights include, without limitation, patents, trademarks, trade names, design rights, copyright (including rights in computer software), database rights, rights in know-how and other intellectual property rights, in each case whether registered or unregistered, which may subsist anywhere in the world. The Users acknowledge that the Electronic Content and the Athletic Passports Portal and the Intellectual Property Rights contained therein are protected by law. All rights not specifically given to the Designated Users are expressly reserved by Athletics Passports.

8. Electronic Content - All products, services and content available in or through the Athletic Passports Portal shall be deemed included within the definition of Electronic Content.

CONTENT

Athletics Passports, LLC provides Users access to Electronic Content via the Athletic Passports Portal. Athletics Passports, LLC reserves the right to either expand or to reduce, at any time, the range Electronic Content made available through the Athletic Passports Portal. Athletics Passports, LLC further reserves the right to change the functions and the manner of functioning of the Athletic Passports Portal and to expand or to supplement the range of services offered therein.

Athletics Passports, LLC makes every effort to adjust and update, punctually and fully, the Electronic Content available on the Athletic Passports Portal. Athletics Passports, LLC, however, is under no legal obligation to adjust or update these items of content or project data, individually or all together, at fixed intervals of time from the date of their being made available onward. Athletics Passports, LLC accepts no liability for the accuracy or timeliness of the Electronic Content(s) of the Online Portal the Athletic Passports Portal.

COPYRIGHT
The entire contents of the Electronic Product, and each article and abstract and all other material available through the Athletic Passports Portal are protected by copyright (unless otherwise indicated on the title page of the article). As a Designated User, you have certain rights specified below; all other rights are reserved.

RULES OF USE

1. Designated Users will be provided a logon identifier and password via electronic mail, which he or she shall change immediately after he shall have received the necessary log-in data. (Designated Users must ensure that electronic mail sent by Athletics Passports, LLC are received and not directly forwarded to the spam folder or are automatically deleted). No Designated User may allow other persons to access the Athletic Passports Portal by means of his or her logon identifier and password. Subject to the terms of the License Agreement, Designated Users will have access to Electronic Content within the Athletic Passports Portal that relates to its Events. Designated Users may download, search, retrieve, display, view, copy and print copies of Electronic Content subject to these Conditions of Use.

2. Players registering to become Athletic Passports Verified Players are responsible for ensuring the accuracy of any proof of age or grade documents that are uploaded on to the Athletic Passports Portal on his or her behalf. Any documents found to be false, fraudulent or tampered with in an effort to mispresent the age or grade of the Player shall result 1) banning the Player from becoming an Athletic Passports Verified Player and 2) the reporting of any such incident to Tournament Organizations.

3. Except as provided above, Users may not download, copy, distribute, transmit or otherwise reproduce, sell or resell any Electronic Content; nor store any Electronic Content in any form or medium on or in any retrieval system; nor transmit such material, directly or indirectly, for use in any paid service such as document delivery or listserv, nor for use by any information brokerage or for systematic distribution, whether or not for commercial or non-profit use, or for a fee or free of charge.

4. Users agree not to remove, obscure or modify any copyright or proprietary notices, author attribution or any disclaimer as they appear on the Athletic Passports Portal. Except as permitted by an applicable License Agreement, Users may not integrate Electronic Content with other material, nor otherwise create derivative works in any medium.

5. Users may not do anything to restrict or inhibit any other User's access to or use of the Athletic Passports Portal and the Electronic Content.

6. If a User refuses or fails to abide by these Terms of Use, Athletics Passports, LLC reserves the right in its sole discretion to suspend or terminate access to the Athletic Passports Portal and the Electronic Content immediately without notice, in addition to any other available remedies.

RESTRICTIONS

Except as otherwise permitted under this Agreement, you may not (a)  use the Athletic Passports Portal access for other than as permitted under this Agreement; (b)  reverse engineer, decompile, or disassemble the Athletic Passports Portal; (c) download, print, copy, circulate, publish, reproduce, or otherwise commercially exploit Athletics Passports, LLC information or Electronic Content that is part of or accessible from the Athletic Passports Portal; (d) use the Athletic Passports Portal to send spam or otherwise unlawful email messages; (e) use the information or Electronic Content obtained from the Athletic Passports Portal to send or store infringing, obscene, threatening, libelous or otherwise unlawful or tortious material, including material harmful to children or violative of third party privacy rights; (f) knowingly use the Athletic Passports Portal to send or store material containing any harmful computer code; (g) knowingly interfere with or disrupt the integrity or performance of all or any part of the Athletic Passports Portal, (h) attempt to circumvent the security features or otherwise gain unauthorized access to unauthorized portions of the Athletic Passports Portal; (i) modify, copy or create derivative works from any code from the Athletic Passports Portal; or (j) disassemble, reverse engineer, or decompile any code for any part of the Athletic Passports Portal in order to build for non-internal purposes, a product or service that is competitive with the services provided by Athletics Passports.

RESERVATION OF RIGHTS/OWNERSHIP

ALL RIGHTS IN THE Athletic Passports PORTAL NOT EXPRESSLY GRANTED HEREIN ARE RESERVED BY Athletics Passports, LLC. The Athletic Passports Portal may be protected by United States and international copyright laws and treaties, as well as patent and other intellectual property laws and treaties. Except for the rights granted by Athletics Passports, LLC in this Agreement, as between the parties, all title, copyright, patent and other proprietary rights, including trade secrets (if any), in and to all copies of the Athletic Passports Portal are owned solely and exclusively by Athletics Passports, LLC or its affiliates.

Athletics Passports, LLC reserves the right to store the access history of the User on the Athletic Passports Portal, including, but not limited to, logon history and download/upload history, for a period of time. Athletics Passports, LLC has no obligation to share this access history absent a court order or agreement to do so.

ATHLETICS PASSPORTS, LLC LOGO

Athletics Passports, LLC‘s logo is a trademark of Athletics Passports, LLC. The logo is protected by law and may not be used without Athletics Passports, LLC‘s express written permission. Athletics Passports, LLC retains the exclusive right to grant or refuse permission to use its logo. Any other logos and brand names displayed on the Athletic Passports Portal are the exclusive intellectual property of their respective owners. To the extent applicable, these items are licensed to Athletics Passports, LLC but remain the property of their respective owners.

ACCURACY OF INFORMATION

While all reasonable attempts have been made to ensure the accuracy of information on the Athletic Passports Portal, Athletics Passports, LLC is not responsible for any errors, inaccuracies, or incomplete information contained therein. Athletics Passports, LLC reserves the right to correct, change, or update any information on these sites at any time without prior notice.

DISCLAIMER

You use the Athletic Passports Portal at your own risk. The materials on the the Athletic Passports Portal are provided "as is" and without warranties of any kind, either expressed or implied. To the fullest extent permissible, pursuant to applicable law, Athletics Passports, LLC and its affiliates disclaim all warranties of merchantability and fitness for a particular purpose, and of accuracy of informational content. Athletics Passports, LLC does not warrant that the functions contained in the the Athletic Passports Portal will be uninterrupted or error free, that defects will be corrected, or that it or the server that makes it available are free of viruses or other harmful components.

Athletics Passports, LLC and its employees, directors, officers, agents, vendors, or suppliers will not be liable for any losses or direct, indirect, incidental, consequential, exemplary, or punitive damages arising out of or in connection with the use of or the inability to use the the Athletic Passports Portal.

Athletics Passports, LLC is not responsible for any charges associated with accessing the Athletic Passports Portal, including, but not limited to, any computer equipment, telephone or Internet connections and access software. Athletics Passports, LLC may modify any of these terms and conditions at any time. A Designated User’s continued use of the Athletic Passports Portal shall be conclusively deemed acceptance of such modifications.

The Athletic Passports Portal may provide links to third-party websites. Where such links exist, Athletics Passports, LLC disclaims all responsibility and liability for the content of such third-party websites. Designated Users assume the sole responsibility for the accessing of third-party websites and the use of any content appearing on them.

If you are dissatisfied with the the Athletic Passports Portal, or with these terms of use, your sole and exclusive remedy is to discontinue using the site.

Athletics Passports, LLC makes no representation or warranty that the Athletic Passports Portal or the information contained therein may be lawfully accessed, transmitted, viewed, downloaded, or otherwise used outside of the United States. Any Designated User accessing the Athletic Passports Portal from outside the United States does so at her or her own risk and is solely responsible for compliance with the laws of the jurisdiction from which access is made.

LINKS/SCREEN SHOTS

Unathorized use of images from Athletics Passports, LLC websites or the Athletic Passports Portal to create buttons or to highlight links to Athletics Passports, LLC is strictly prohibited. Unathorized use of screen shots of pages from the Athletic Passports Portal or on other Athletics Passports, LLC websites is strictly prohibited, without written permission from Athletics Passports, LLC.

SECURITY

You are prohibited from violating or attempting to violate the security of the Athletic Passports Portal. You may not, directly or indirectly through others: (a) Access data not intended for you or log into a server or account that you are not authorized to access; (b) Attempt to probe, scan, or test the vulnerability of a system or network or to breach security or authentication measures without proper authorization; (c) Attempt to interfere with service to any user, host, or network, including, without limitation, submitting a virus, overloading, "flooding," "spamming," "mail bombing," or "crashing"; (d) Send unsolicited email, including promotions or advertising of products or services, to email addresses accessed through the site; (e) Forge any any part of the header information in any email or newsgroup posting; (f) Use any device, software, or routine to interfere or attempt to interfere with the proper working of the Athletic Passports Portal, or of any activity conducted on or through the site; or (g) Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including, without limitation, browsers, spiders, robots, avatars, or intelligent agents) to navigate through or search the Athletic Passports Portal.

Any action that imposes an unreasonable or disproportionately large load on Athletics Passports, LLC infrastructure is prohibited. Violations of system or network security may result in civil or criminal liability. Athletics Passports, LLC will investigate such violations and may involve and cooperate with law enforcement authorities in prosecuting users who are involved in such violations.

TERMINATION OF USE

Subject to and in addition to any rights of termination under the License Agreement, Athletics Passports, LLC and its representatives reserve the right to deny use of the Athletic Passports Portal or any other Athletics Passports, LLC websites to any user for any reason without notification. Any violation of the terms of use may result in legal action against the User. Athletics Passports, LLC may, in its sole discretion and at any time, modify or terminate the Athletic Passports Portal and remove or refuse to post any information, content, materials, or other offering.

REPRESENTATIONS/WARRANTIES

Athletics Passports, LLC represents and warrants that (a) the services provided by Athletics Passports, LLC hereunder will not violate or infringe any United States registered patent or copyright; (b) Athletics Passports, LLC maintains industry standard and protocols and procedures designed to (i) prevent unauthorized access to the Athletic Passports Portal, (ii) prevent disabling devices including, but not limited to, codes, commands or instructions that may be used to access, alter, delete, damage or disable the Athletic Passports Portal; and (c) Athletics Passports, LLC has not received written notice that the Athletic Passports Portal violates any laws applicable to Athletics Passports, LLC’s business.

DISCLAIMERS

ATHLETICS PASSPORTS, LLC OBTAINS DATA FROM SOURCES BELIEVED TO BE RELIABLE, BUT ITS ACCURACY AND COMPLETENESS ARE NOT GUARANTEED. DATA MAY CONTAIN NONCONFORMITIES, DEFECTS, ERRORS OR OMISSIONS. THE LIMITED WARRANTY CONTAINED IN THIS TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR THE REPRESENTATIONS AND WARRANTIES IN EXPRESSLY MADE ABOVE, CUSTOMER DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR ANY PURPOSE, RELIABILITY, ACCURACY, TITLE AND NON-INFRINGEMENT. YOU ACKNOWLEDGE THAT THE INTERNET IS NOT ALWAYS SECURE AND MAY SOMETIMES GIVE RISE TO SECURITY RISKS. EXCEPT FOR THE PARTIES’ INDEMNIFICATION OBLIGATIONS AND ANY PAYMENT OBLIGATIONS ARISING FROM THE USE OF ATHLETIC PASSPORTS PORTAL, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE, EXEMPLARY OR CONSEQUENTIAL DAMAGES ARISING OUT OF THE ATHLETIC PASSPORTS PORTAL, WHETHER IN AN ACTION OR ARISING OUT OF BREACH OF CONTRACT, TORT OR ANY OTHER CAUSE OF ACTION (SUCH AS THE USE OF OR INABILITY TO USE the ATHLETIC PASSPORTS Portal AND/OR DATA, OR THE PROVISION OF OR FAILURE TO PROVIDE ANY ATTENDANT SUPPORT SERVICES), EVEN IN THE EVENT OF FAULT, NEGLIGENCE OR MISREPRESENTATION AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

INDEMNIFICATION.

User shall defend, indemnify and hold Athletics Passports, LLC, including its directors, officers, employees and agents, harmless against any damages, losses, liabilities, penalties, judgments, settlements, costs and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of any third party claim relating to the User‘s breach or alleged breach of any of its representations, warranties, covenants or obligations under these Terms of Use or relating to the Customer‘s failure to comply with any law or regulation applicable to the Athletic Passports Portal.

PROVISIONS

If any provision of these Conditions of Use is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, such provision will be deemed restated, in accordance with applicable law, to reflect as nearly as possible the original intentions of Athletics Passports, LLC, and the remainder of the Agreement will remain in full force and effect.