WhatifSports.com, Inc. Terms of Use Agreement

Our Terms of Service below also includes our Sportsmanship Guidelines outlining the game’s rules of play and conduct. These guidelines can be found at the following link: Fair Play Guidelines

August 17, 2017

Services Description and Acceptance of Terms of Use

Virtual Fantasy Games Acquisition, LLC (“VFGA”, which is a wholly owned subsidiary of SportsHub Technologies, LLC (“SportsHub”(collectively referred to as "we", or "us" or “our”), have developed this Terms of Use Agreement ("Agreement") to describe the terms that govern your use of our services and games (herein referred to as the “SportsHub Services” and further defined below). This Agreement applies to the sports-related VFGA and SportsHub websites (" Sites"), mobile sites, applications ("apps"), widgets, products and other content and services that are linked to this Agreement (collectively, the " SportsHub Services").

Your access to and use of certain SportsHub Services may require you to accept additional terms (including without limitation the Sportsmanship Guidelines) and conditions applicable to such SportsHub Services, including any future modifications (collectively, "Additional Terms") in addition to this Agreement, and may require you to download software or Content (as defined below). The Additional Terms are made a part of this Agreement by this reference. In the event of a conflict, between any such Additional Terms and this Agreement, such Additional Terms will prevail over this Agreement with respect to your use of that specific SportsHub Service. No one aged 13 or under may use the SportsHub Services.

By using any SportsHub Service or by clicking a box that states that you accept and agree to this Agreement, you signify your agreement to be bound by this Agreement, including any future modifications, and any Additional Terms and to abide by all applicable laws, rules and regulations ("Applicable Law"). Please read through this Agreement carefully. If you do not agree to be bound by this Agreement and to abide by all Applicable Law, you may not use the SportsHub Services and must discontinue use of the SportsHub Services immediately. We may modify this Agreement at any time, and each such modification will be effective upon posting. Your continued use of the SportsHub Services following any modification constitutes your acceptance of and agreement to be bound by this Agreement as so modified. Therefore, we suggest that you review this Agreement regularly. Registration and Security of Accounts

Some SportsHub Services require you to create an account (including setting up a SportsHub credential and password) to participate in or to secure additional SportsHub Services, such as viewing and commenting on Content (defined below), purchasing Site Products, and signing up for specific SportsHub newsletters. After you complete the registration credentials you may receive an email from us requiring you to confirm your email account before you can proceed with the registration process. If we believe that you have used a non-functioning or fake email address to set up your membership or subscription, your membership or subscription may be terminated without warning.

You may be required to register on the SportsHub Services and/or select a username and password as a condition to using all or a portion of the SportsHub Service. You are solely responsible for your participation. All registration information you submit directly to us or through a Third-Party Service (defined below) to create an account must be accurate and must be kept updated by you. Your failure to do so will constitute a breach of the Agreement, which may result in immediate termination of your account. You may not (i) select or use as a username a name of another person with the intent to impersonate that person; or (ii) use as a username a name subject to any rights of another person without appropriate authorization. We reserve the right to refuse registration of, or cancel, a username, in its sole discretion. It is your responsibility to notify us of any changes in such information, including, but not limited to your contact information. You are responsible for maintaining the confidentiality of all your passwords, and are responsible for all use of your account. It is therefore critical that you do not share your account information with anyone. You may be held liable for losses incurred by us or others, such as other users or visitors in the event someone else uses your account as a result of your failure to keep your account information secure and confidential and you agree to indemnify VFGA, SportsHub and their officers, directors, employees and affiliates from any third-party claims arising from such actions. You agree not to use the email address or password of another member or subscriber at any time and not to allow any other person to use your account. You agree to notify us immediately if you suspect any unauthorized use of, or access to, your account or password.

Access

Without notice or liability, we may restrict access at any time to any SportsHub Service or Site and may change, suspend or discontinue the SportsHub Service or Site (or any feature thereof) at any time. We may also impose limits on certain features and services offered on the Fox Site or restrict your access to parts or all of the Fox Site without notice or liability. You acknowledge and agree that from time to time the SportsHub Service or Site may be inaccessible or inoperable for any reason, including, without limitation: (i) equipment malfunctions; (ii) periodic maintenance procedures or repairs which we may undertake from time to time; or (iii) causes beyond the control of, or which are not reasonably foreseeable by us.

Termination

Unless terminated by VFGA or SportsHub in our sole discretion, this Agreement remains in full force and effect while you use the SportsHub Services. You may terminate your account at any time, for any reason, in the following ways: (i) to terminate your Member Profile, log-in to your Member Profile and select "Close Account"; (ii) to terminate a SportsHub newsletter subscription, you may do so by sending an e-mail with the word "Unsubscribe" in the subject line to [email protected]; or by visiting https://www.whatifsports.com/account and following the instructions referenced at the top of the page.

We may terminate your account, any subscription (both free and paid) and/or access to all (or any portion of) the SportsHub Services at any time, for any or no reason, with or without prior notice or any explanation, and shall have no liability to you for such termination. Furthermore, even after your account subscription and/or access to the SportsHub Services is terminated by you or us, this Agreement will remain in full force and effect with respect to your past and future use of the SportsHub Services. If we terminate your user account, subscription and/or access to the SportsHub Services (or any portion of the SportsHub Services) you may not create a new account, purchase a new subscription or try to access the SportsHub Services. You agree that your account and/or subscription is non-transferable. Any rights to your account and/or SportsHub Services terminate upon your death.

Fees

We reserve the right to charge a fee for any portion of the SportsHub Services. We will provide you with advance notice of any such fees, including any change in the amount of such fees, and a way to cancel your account and/or subscription in the event you do not wish to pay the modified fee. If you continue to use the SportsHub Services after the applicable fee has been imposed or increased, you are expressly agreeing to the subscription fee or increase thereto and you will be responsible for paying such fee for the balance of your subscription service. You will not be entitled to a refund of any unused portion of such fees or other payments if we suspend or terminate your account, and/or access to any Site or portion thereof, due to your breach of this Agreement or violation of Applicable Law, as determined by us, in our sole discretion.

Site Products Purchase and Refunds

In order to purchase a VFGA or SportsHub Product, you may be required to provide personal information, including credit card and billing information ("Personal Financial Information"), to an independent third-party selected by, but not affiliated with, VFGA or SportsHub (the "Processor"). Where the Processor is responsible for collecting, transmitting and/or processing your Personal Financial Information and, in some instances, for fulfilling your order, the collection, use and transmission of your Personal Financial Information and any payment obligations for VFGA or SportsHub Site Products shall be governed by the terms of use/service and privacy policy(ies) of the Processor. If you make a purchase, you are warranting that you are authorized to make the purchase using the Personal Financial Information that you provide to the Processor. You must be 18 years of age or older to purchase a Site Product.

You acknowledge and agree that the authorization to charge your credit card for the subscription shall automatically transfer to any successors or assigns of VFGA, SportsHub or the Processor, for a substantially similar subscription. Some subscription options include a free trial period. You are allowed only one free trial period. Subsequent subscriptions or upgrades do not qualify for additional free trials. We make no warranties and to the fullest extent provided by law accept no liability for any loss or damages whatsoever arising from or related to your placement of an order or purchase of a Site Product with the Processor or on or through a SportsHub Service. You are solely responsible for any and all transactions utilizing your Personal Financial Information, including, but not limited to, any and all charges. You acknowledge and agree that in the event the Processor experiences a data breach that affects any of your information, VFGA and SportsHub will in no way be responsible or liable to you for any such data breach. We reserve the right to refuse the purchase of any Site Product if we determine that you are unsuitable for such purchase.

Site Product: SimLeague and Dynasty Games Additional Terms.

Refund Policy for SimLeague. You may be eligible to receive a full or partial refund of the purchase price of any SimLeague or Hardball Dynasty Game until the schedule is generated for your league; however, once the schedule has been generated for such SimLeague or Hardball Dynasty Game, a refund cannot be issued. If you request a refund for any unused teams purchased as part of a multi-pack purchase, the maximum refund you may receive will be for the balance of the purchase amount minus the used teams at the non-discounted price. For example, if you purchase a 6 pack of SimLeague Baseball teams for $59.95 and use 2 of those teams in leagues and request a refund for the remaining 4 teams, you would receive a refund of $34.05 ($59.95 - $12.95 - $12.95).

Refund Policy for Dynasty Games. You may be eligible to receive a refund for unused Dynasty Game (with the exception of Hardball Dynasty Game, which is governed by C.1 above) seasons if the request comes before the renewal deadline for the current Dynasty Game season you are participating in. If the unused seasons were purchased as part of a multi-pack, the maximum refund you may receive will be for the balance of the purchase amount minus the used seasons at the non-discounted price. For example, if you purchase a 10 pack of Hoops Dynasty seasons for $99.95 and use 5 of those seasons and request a refund for the remaining 5 seasons, you would receive a refund of $35.20 ($99.95 - (5 x $12.95)).

Violating our Terms of Service, Privacy Policy and/or Sportsmanship Guidelines disqualifies you from being eligible for any Product refunds. All other refund requests will be subject to the sole discretion of VFGA or SportsHub.

All SimLeague and Dynasty Games and its components are offered for informational and/or entertainment purposes only and may not be used in connection with any form of gambling or wagering. We and/or any third parties used to provide the SimLeague and Dynasty Games will use reasonable efforts to include accurate and up-to-date information, such as statistics, rankings, etc., however, neither we nor the applicable third party warrant or make any representations of any kind with respect to the information provided to you. Neither we nor any of its third party providers shall be responsible or liable for the accuracy, usefulness or availability of any information transmitted or made available through SimLeague or Hardball Dynasty Game, and shall not be responsible or liable for any error or omissions in such information. All SimLeague and Dynasty Games are subject to all federal, state and local laws and void where otherwise prohibited or restricted by law. All SimLeague and Dynasty Games and any related benefits are offered at our sole discretion. We have the right to modify or discontinue, temporarily or permanently, any SimLeague and Dynasty Games, whether in whole or in part for any reason, with or without notice to you. You agree that we will not be liable to you or to any third party for any modifications or discontinuance.

If you witness any user activity in any SimLeague and Dynasty Games that violates this Agreement or the specific SimLeague and Dynasty Game rules then in effect, please notify us of such activity at: (i) https://www.whatifsports.com/knowledgebase/SubmitTicket.aspx; or (ii) [email protected]. We do not guarantee that any action will be taken as a result of your notification, but it appreciates your assistance.

To review the SimLeague and Dynasty Games Supplemental Sportsmanship Guidelines concerning the SimLeague and Dynasty Games, please click here (https://www.whatifsports.com/account/FairPlayGuidelines/)

Limited Content License

The SportsHub Services contain information, text, files, images, video, sounds, musical works, works of authorship, materials, applications, software, product names, company names, trade names, logos, designs, and any other materials or content (collectively, "Content") of VFGA and SportsHub and their affiliates and their licensors and assignors ("SportsHub Content"), as well as materials and Content provided by users ("User Content") or other third-parties. SportsHub Content contained in the SportsHub Services is protected by copyright, trademark, patent, trade secret and other laws and, as between you andus VFGA and SportsHub and their licensors, or its assignors, own and retain all rights in the SportsHub Content and SportsHub Services. VFGA and SportsHub hereby grant you a limited, revocable, nonsublicensable, nontransferable license, to access and display or perform the SportsHub Content (excluding any software code) solely for your personal, non-commercial use, in connection with using the SportsHub Services. The SportsHub Services may also contain User Content. Except as provided in this Agreement or as explicitly allowed in the Additional Terms on the applicable SportsHub Service, you may not copy, download, stream capture, reproduce, duplicate, archive, upload, modify, translate, publish, broadcast, transmit, retransmit, distribute, perform, display, sell, frame or deep-link, make available or otherwise use any Content contained in or through the SportsHub Services.

Except as explicitly and expressly permitted by us or by the limited license set forth above, you are strictly prohibited from creating works or materials (including but not limited to fonts, icons, link buttons, wallpaper, desktop themes, on-line postcards, montages, mash-ups and similar videos, greeting cards and unlicensed merchandise) that derive from or are based on the SportsHub Content. This prohibition applies regardless of whether such derivative works or materials are sold, bartered or given away. Also, you may not, either directly or through the use of any device, software, internet site, web-based service or other means, remove, alter, bypass, avoid, interfere with, or circumvent any copyright, trademark, or other proprietary notice marked on the SportsHub Content contained in the SportsHub Services or any digital rights management mechanism, device, or other content protection, copy control, or access control measure associated with the SportsHub Content, including geo-filtering mechanisms. Except as necessary in order to make reference to us or SportsHub Services in a purely descriptive capacity, you are expressly prohibited from using any SportsHub Content in any manner.

You may not, without our written permission, "mirror" any Contents contained on the Sites or any other server. You may not use the Sites for any purpose that is unlawful or prohibited by the Agreement. You may not use the Sites in any manner that could damage, disable, overburden, or impair the Sites, or interfere with any other party’s use and enjoyment of the Sites. You may not attempt to gain unauthorized access to the Sites through hacking, password mining or any other means. We reserve the right, in its sole discretion, to terminate your access to the Sites, or any portion thereof, at any time, for any reason or for no reason at all, without prior notice or any notice.

Restrictions on Use of the SportsHub Services

We reserve the right to remove commercial Content in its sole discretion. You understand that you are responsible for all User Content that you post, upload, transmit, email or otherwise make available on, through or in connection with the SportsHub Services. Additionally, you acknowledge that you have no expectation of privacy in or confidentiality with respect to your User Content. Accordingly, please choose carefully the information that you post on, through or in connection with the SportsHub Services. You understand that we do not control the User Content posted by users via the SportsHub Services and, as such, you understand you may be exposed to offensive, inaccurate or otherwise objectionable User Content. Fox assumes no responsibility or liability for any User Content. If you become aware of any misuse of the SportsHub Services, please report this immediately to [email protected]. We assume no responsibility for monitoring the SportsHub Services for inappropriate Content or conduct. If at any time, we choose in our sole discretion to monitor the SportsHub Services, we nonetheless assume no responsibility for Content other than SportsHub Content, assume no obligation to modify or remove any inappropriate Content, and no responsibility for the conduct of any user or visitor.

You agree not to use the SportsHubServices to:

• Post, upload or otherwise transmit or link to content that is: unlawful; threatening; abusive; obscene; vulgar; sexually explicit; pornographic or inclusive of nudity; offensive; excessively violent; invasive of another's privacy, publicity, contract or other rights; tortious; false or misleading; defamatory; libelous; hateful; or discriminatory;
• Violate the rights of others including patent, trademark, trade secret, copyright, privacy, publicity or other proprietary rights;
• Harass or harm another person;
• Exploit or endanger a minor;
• Impersonate or attempt to impersonate any person or entity;
• Introduce or engage in activity that involves the use of viruses, bots, worms, or any other computer code, files or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment, or otherwise permit the unauthorized use of or access to a computer or a computer network;
• Attempt to decipher, decompile, disassemble or reverse engineer any of the software comprising the SportsHub Services;
• Interfere with, damage, disable, disrupt, impair, create an undue burden on, or gain unauthorized access to the SportsHub Services, including our servers, networks or accounts;
• Cover, remove, disable, block or obscure advertisements or other portions of the SportsHub Services;
• Delete or revise any information provided by or pertaining to any other user of the SportsHub Services;
• Use technology or any automated system such as scripts, spiders, offline readers, or bots in order to collect or disseminate usernames, passwords, email addresses or other data from the SportsHub Services, or to circumvent or modify any security technology or software that is part of the SportsHub Services;
• Send or cause to send (directly or indirectly) unsolicited bulk messages or other unsolicited bulk communications of any kind through the SportsHub Services. If you do so, you acknowledge you will have caused substantial harm to Fox, but that the amount of harm would be extremely difficult to measure. As a reasonable estimation of such harm, and by way of liquidated damages and not as a penalty, you agree to pay VFGA and/or SportsHub $50 for each actual or intended recipient of such communication;
• Solicit, collect or request any personal information for commercial or unlawful purposes;
• Post, upload or otherwise transmit an image or video of another person without that person's consent;
• Engage in commercial activity (including, but not limited to, advertisements or solicitations of, business; sales; contests; sweepstakes; creating, recreating, distributing or advertising an index of any significant portion of the SportsHub Content; or building a business using the SportsHub Content) without our prior written consent; using technology or other means to access, index, frame, or link to the Fox Services (including the Content) that is not authorized by us (including, without limitation, by removing disabling, bypassing, or circumventing any content protection or access control mechanisms intended to prevent the unauthorized download, stream capture, linking, framing, reproduction, access to, or distribution of SportsHub Content);
• Accessing SportsHub Services (including the Content) through any automated means, including "robots," "spiders," or "offline readers" (other than by individually performed searches on publicly accessible search engines for the sole purpose of, and solely to the extent necessary for, creating publicly available search indices – but not caches or archives – of Fox Services and excluding those search engines or indices that host, promote, or link primarily to infringing or unauthorized content;
• Use the SportsHub Services to advertise or promote competing services;
• Use the SportsHub Services in a manner inconsistent with any and all Applicable Law; Attempt, facilitate or encourage others to do any of the foregoing

We reserve the right, but disclaim any obligation or responsibility, to remove User Content that violates this Agreement, as determined by us, or for any other reason in our sole discretion and without notice to you. You acknowledge that VFGA and SportsHub reserve our rights to investigate and take appropriate legal action against anyone who, in our sole discretion, violates this Agreement, including but not limited to, terminating their account and/or subscription and/or reporting such User Content, conduct, or activity to law enforcement authorities.

You acknowledge, consent and agree that we may access, preserve or disclose information you provide to or through the SportsHub Services or that we have collected about you, including registration information and User Content, when we have a good faith belief that such access, preservation or disclosure is necessary in order to: (i) protect, enforce, or defend the legal rights, privacy, safety, or property of VFGA, SportsHub, our parents, subsidiaries or affiliates , or their employees, agents and contractors (including enforcement of this Agreement or our other agreements); (ii) protect the safety, privacy, and security of users of the SportsHub Services or members of the public, including in urgent circumstances; (iii) protect against fraud or for risk management purposes; (iv) comply with Applicable Law or legal process; or (v) respond to requests from public and government authorities. If VFGA or SportsHub sells all or part of its business or makes a sale or transfer of its assets or is otherwise involved in a merger or transfer of all or a material part of its business, VFGA or SportsHub may transfer your information to the party or parties involved in the transaction as part of that transaction.

We reserve the right to limit the storage capacity of User Content. You assume full responsibility for maintaining backup copies of your User Content, and we assume no responsibility for any loss of your User Content due to it being removed by us or for any other reason.

Message Boards and Forums

We may offer users the ability to post messages on message boards and forums (collectively, "Forums"), which may be open to the public generally, to all members of SportsHub Services or to a select group of SportsHub Service members. You acknowledge that all User Content posted by you on Forums is User Content, and by posting on Forums you agree to comply with the rules and restrictions on User Content set forth above and any other rules specifically applicable to such Forums. We reserve the right, but disclaims any obligation or responsibility, to prevent you from posting User Content to any Forum and to restrict or remove your User Content from a Forum or refuse to include your User Content in a Forum for any reason at any time, in our sole discretion and without notice to you. We ask you not to disclose any sensitive information (e.g., social security numbers, health or criminal background) on or through the SportsHub Services, including the Forums or otherwise.

Your Proprietary Rights in and License to Your User Content

We do not claim any ownership rights in the User Content that you post, upload, email, transmit, or otherwise make available (collectively, "Transmit") on, through or in connection with the SportsHub Services, except with respect to your unsolicited submissions, as described under "Unsolicited Submissions" below; provided, however, that User Content shall not include any SportsHub Content or content owned by VFGA and SportsHub or their affiliates. By posting or transmitting any User Content on, through or in connection with the SportsHub Services, you hereby grant to VFGA, SportsHub and our affiliates, licensees, assignees, and authorized users, a worldwide, perpetual, irrevocable, non-exclusive, fully-paid and royalty-free, freely sublicensable and transferable (in whole or in part) right (including any moral rights) and license to use, modify, excerpt, adapt, publish, translate, create derivative works and compilations based upon, publicly perform, publicly display, reproduce, sublicense, broadcast and distribute such User Content, including your name, voice, likeness and other personally identifiable information to the extent that such is contained in User Content, anywhere, in any form and on and through all media formats now known or hereafter devised, for any and all purposes including, but not limited to, promotional, marketing, trade or any non-commercial or commercial purposes. Additionally, we are free to use any ideas, concepts, know-how, or techniques contained within such User Content for any purpose including, but not limited to, developing, manufacturing, marketing and providing commercial products and services, including SportsHub Services. Our use of such User Content shall not require any further notice or attribution to you and such use shall be without the requirement of any permission from or any payment to you or any other person or entity. You hereby appoint VFGA and SportsHub as your agents with full authority to execute any document or take any action that we may consider appropriate in order to confirm the rights granted by you to us in this Agreement.

You represent and warrant that: (i) you own the User Content Transmitted by you on, through or in connection with the SportsHub Services and/or Third-Party Services, or otherwise have the right to grant the license set forth in this section, and (ii) the Transmission of User Content by you on, through or in connection with the SportsHub Services and/or Third-Party Services does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. You agree to pay for all royalties, fees, and any other monies owing any person or entity by reason of the use of any User Content Transmitted by you on or through the SportsHub Services or Third-Party Services. If you delete your User Content from any SportsHub Service, our license to such User Content will end after a reasonable period of time necessary for the deletion to take full effect. However, the User Content may be retained in our back-up copies of the applicable SportsHub Service, which are not publicly available. Furthermore, to the extent that we made use of your User Content before you deleted it, we will retain the right to make such pre-existing uses even after your User Content is deleted. You acknowledge that (i) deletion of your User Content from SportsHub Services will not result in, and we assume no responsibility for, the deletion of such User Content by any third-parties who were provided with or had access to such User Content prior to your deleting it from SportsHub Services, and (ii) termination of your account or your use of the SportsHub Services will not result in the immediate or automatic deletion of your User Content consistent with this Agreement.

Removal of Material that Infringes Copyrights

VFGA and SportsHub respect the intellectual property of others and require that our users do the same. We have a policy that provides for the termination in appropriate circumstances of users and account holders of SportsHub Services who are repeat infringers. We also reserve the right to remove or disable access to any transmission of Content that infringes the copyright of any person under the laws of the United States upon receipt of a notice that substantially complies with the requirements of 17 U.S.C. § 512(c)(3) as set forth above.

If you believe that any materials residing on or linked to from SportsHub Services infringes your copyright, you must send a written notification of claimed infringement that contains substantially all of the following information to us : (a) identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (b) identification of the claimed infringing material and information reasonably sufficient to permit us to locate the material on the SportsHub Services (such as the URL(s) of the claimed infringing material); (c) information reasonably sufficient to permit us to contact you, such as an address, telephone number, and an email address; (d) a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or Applicable Law; (e) a statement by you that the above information in your notification is accurate and a statement by you, made under penalty of perjury, that you are the owner of an exclusive right that is allegedly infringed or are authorized to act on the owner's behalf; and (f) your physical or electronic signature. This notification of a claimed infringement should be sent to the following: [email protected].

If you posted materials to the SportsHub Services that we removed due to a notice of a claimed infringement from a copyright owner, we will take reasonable steps promptly to notify you that the material has been removed or disabled. This notice may be by means of a general notice on Fox Services or by written or electronic communication to such address(es) you have provided to Fox, if any. You may provide counter-notification in response to such notice in a written communication that includes substantially all of the following: (i) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled; (ii) a statement by you, under penalty of perjury, that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled; (iii) your name, address, telephone number, and a statement that you consent to the jurisdiction of the Federal District Court for the judicial district in which your address is located, or if your address is outside of the United States, for any judicial district in which VFGA may be found, and that you will accept service of process from the person who provided notification requesting the removal or disabling of access to the material or such person’s agent; and (iv) your physical or electronic signature. Please note that, under 17 U.S.C. §512(f), any person who knowingly makes material misrepresentations in a notification of claimed infringement or any counter-notification may be liable for damages

Links and Services of Third Parties

The SportsHub Services may provide, or third-parties may provide, links to other websites, apps, resources or other services created by third parties (collectively, "Third-Party Services"). When you engage with a Third-Party Service, you are interacting with the third-party, not with us. If you choose to use a Third-Party Service and share information with it, the Third-Party Services may use and share your information in accordance with the Third-Party Service's privacy policy and your privacy settings on such Third-Party Service. In addition, the third-party providing the Third-Party Service may use other parties to provide portions of the apps or service to you, such as technology, development or payment services. We are not responsible for and makes no warranties, express or implied, as to the Third-Party Services or the providers of such Third-Party Services (including, but not limited to, the accuracy or completeness of the information provided by such Third-Party Service or the privacy practices thereof). Inclusion of any Third-Party Service or a link thereto on the SportsHub Services does not imply approval or endorsement of the Third-Party Service. We are not responsible for the content or practices of any websites other than the SportsHub Services that link to this Agreement, even if the website links to the SportsHub Service and even if it is operated by a VFGA or SportsHub affiliates. By using the SportsHub Services, you acknowledge and agree that we are not responsible or liable to you for any content or other materials hosted and served from any website, mobile site or app other than SportsHub Services. When you access Third-Party Services, you do so at your own risk. We encourage you not to provide any personally identifiable information to or through any Third-Party Service unless you know and are comfortable with the party with whom you are interacting. If you are interested in creating hypertext links to any Sites, you must contact and obtain consent from the Site by sending an email to [email protected]. In establishing hypertext links, you must not represent in any way, expressly or by implication, that you have received the endorsement, sponsorship or support of VFGA or SportsHub, including its respective employees, agents, directors, officers or shareholders.

Sweepstakes and/or Contests

Sweepstakes, contests, games and other promotions run on the SportsHub Services by us may require you to provide some information such as full name, zip code, e-mail address, and phone number in order to participate. We may use a reputable third-party, selected by, but not affiliated with us, to manage and administer some or all of its sweepstakes, contests, games and other promotions. This third-party may have access to some or all of the information that you provided in order to participate in the sweepstakes, contests, games or other promotion. Our sweepstakes and/or contests are targeted to individuals 18 years of age and older, and individuals under 18 years of age are not eligible to participate unless specifically permitted by the official rules of the related sweepstakes or contest. Proof of age is required in order for an individual to collect any prizes awarded.

Member Disputes

You are solely responsible for your interactions with other users and visitors, providers of Third-Party Services, Processors or any other parties with whom you interact on, through or in connection with the SportsHub Services. We reserve the right, but have no obligation, to become involved in any way with these disputes.

Privacy

Use of the SportsHub Services is also governed by our Privacy Policy, which is incorporated into this Agreement by this reference.

Disclaimers

THE SPORTSHUB SERVICES ARE PROVIDED "AS-IS" AND "AS AVAILABLE" AND WE DO NOT GUARANTEE OR PROMISE ANY SPECIFIC RESULTS FROM USE OF OR CONTINUOUS AVAILABILITY OF THE SPORTSHUB SERVICES. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, WE EXPRESSLY DISCLAIMS ANY WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT, AND WARRANTIES IMPLIED FOR A COURSE OF PERFORMANCE OR COURSE OF DEALING. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, WEMAKE NO WARRANTY THAT YOUR USE OF THE SPORTSHUB SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE, THAT DEFECTS TO THE SPORTSHUB SERVICES WILL BE CORRECTED, THAT THE SPORTSHUB SERVICES OR THE SERVERS ON WHICH THEY ARE AVAILABLE WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT ANY INFORMATION OBTAINED BY YOU ON, THROUGH OR IN CONNECTION WITH THE SPORTSHUB SERVICES OR THIRD-PARTY SERVICES (INCLUDING, BUT NOT LIMITED TO, THROUGH USER CONTENT OR THIRD-PARTY ADVERTISEMENTS) WILL BE ACCURATE, RELIABLE, TIMELY OR COMPLETE. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW UNDER NO CIRCUMSTANCES WILL VFGA, SPORTSHUB OR OUR AFFILIATES BE RESPONSIBLE FOR ANY LOSS OR DAMAGE (INCLUDING BUT NOT LIMITED TO LOSS OF DATA, PROPERTY DAMAGE, PERSONAL INJURY OR DEATH) RESULTING FROM USE OF THE FOX SERVICES, PROBLEMS OR TECHNICAL MALFUNCTION IN CONNECTION WITH USE OF THE SPORTSHUB SERVICES, ATTENDANCE AT A SPORTSHUB EVENT, ANY MATERIAL DOWNLOADED OR OTHERWISE OBTAINED IN CONNECTION WITH THE SPORTSHUB SERVICES, ANY USER CONTENT, ANY THIRD-PARTY ADVERTISEMENT OR THIRD-PARTY SERVICE TRANSMITTED ON, THROUGH OR IN CONNECTION WITH THE SPORTSHUB SERVICES, OR THE CONDUCT OF ANY USERS OF THE SPORTSHUB SERVICES, WHETHER ONLINE OR OFFLINE. YOUR USE OF USER CONTENT, THIRD-PARTY ADVERTISEMENTS, THIRD-PARTY SERVICES AND THE GOODS OR SERVICES PROVIDED BY ANY THIRD-PARTIES IS SOLELY YOUR RESPONSIBILITY AND AT YOUR OWN RISK.

YOU ACKNOWLEDGE AND AGREE THAT YOUR USE OF THE SPORTSHUB SERVICES, AND ANY INFORMATION TRANSMITTED OR RECEIVED IN CONNECTION THEREWITH, MAY NOT BE SECURE AND MAY BE INTERCEPTED BY UNAUTHORIZED PARTIES. TO THE FULLEST EXTENT PERMITTED BY LAW YOU ASSUME RESPONSIBILITY FOR THE ENTIRE COST OF ANY MAINTENANCE, REPAIR OR CORRECTION TO YOUR COMPUTER SYSTEM OR OTHER PROPERTY OR RECOVERY OR RECONSTRUCTION OF LOST DATA NECESSITATED BY YOUR USE OF THE SPORTSHUB SERVICES.

Limitation on Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW VFGA, SPORTSHUB OR OUR FOX AFFILIATES WILL NOT BE LIABLE TO YOU OR ANY THIRD-PARTY FOR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING, WITHOUT LIMITATION, LOST PROFIT DAMAGES ARISING FROM YOUR USE OF OR INABILITY TO USE THE SPORTSHUB SERVICES, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW VFGA, SPORTSHUB AND OUR AFFILIATES’ LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US, FOR THE FOX SERVICES DURING THE TWELVE (12) MONTHS PRIOR TO THE CLAIM.

YOU ACKNOWLEDGE AND AGREE THAT ANY DAMAGES YOU INCUR ARISING OUT OF OUR ACTS OR OMISSIONS OR YOUR USE OF SPORTSHUB SERVICES ARE NOT IRREPARABLE AND ARE INSUFFICIENT TO ENTITLE YOU TO AN INJUNCTION OR OTHER EQUITABLE RELIEF RESTRICTING THE AVAILABILITY OF OR ANY PERSON’S ABILITY TO ACCESS ANY PORTION OF THE SPORTSHUB SERVICES.

THE LIMITATIONS IN THIS SECTION APPLY WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF ANY SUCH DAMAGES.

Arbitration

THIS SECTION CONTAINS PROVISIONS THAT REQUIRE (i) WITH LIMITED EXCEPTIONS, ALL DISPUTES ARISING BETWEEN YOU AND US UNDER THIS AGREEMENT BE RESOLVED IN BINDING ARBITRATION, AND NOT IN COURT AND (ii) YOU AND WE BOTH HEREBY AGREE TO WAIVE THE RIGHT TO BRING OR PARTICIPATE IN A CLASS ACTION IN CONNECTION WITH SUCH DISPUTES.

The term "Dispute" is to be given the broadest possible meaning that will be enforced, and shall include any dispute, claim, demand, count, cause of action, or controversy between you and us, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, or any other intentional tort), or any other legal or equitable theory. The term "Dispute" specifically includes, but is not limited to, any and all claims between you and us in any way related to or concerning this Agreement, any other aspect of these Terms of Use (including their applicability and their conformance to applicable law), any products or services provided by us, any billing disputes, and any disputes relating to telephonic, text message, or any other communications either of us received from the other. The only exceptions to this Arbitration section are that (i) each of you and us retains the right to sue in small claims court and (ii) each of you and us may bring suit in court against the other to enjoin infringement or other misuse of intellectual property rights. Disputes over whether these exceptions apply shall be resolved by the court in which such action has been brought; all other disputes over arbitrability shall be resolved by the arbitrator. Each of you and us agrees to give up the right to sue in court

This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act, 9 U.S.C. §§ 1-16, governs the interpretation and enforcement of this Arbitration Agreement. This Arbitration Agreement shall survive termination of this Agreement.

Any arbitration between you and us will be conducted by the Judicial Arbitration and Mediation Services, Inc. ("JAMS"), pursuant to the JAMS Streamlined Arbitration Rules & Procedures effective July 1, 2014 (the "JAMS Rules"), as modified by this Agreement to arbitrate. The arbitration shall be conducted by a single, neutral arbitrator, and if the parties cannot agree on who that single arbitrator will be, the arbitrator will be appointed pursuant to the JAMS Rules, with the participation and involvement of us and you pursuant to JAMS Rule 12. The JAMS Rules are available on its website at http://www.jamsadr.com/rules-streamlined-arbitration/. The Consumer Arbitration Minimum Standards are available at http://www.jamsadr.com/consumer-arbitration/. The arbitrator is bound by the terms of this Agreement.

You and VFGA and SportsHub acknowledge and agree to abide by the following rules for arbitration: (a) YOU AND US MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, REPRESENTATIVE OR MULTI-CLAIMANT PROCEEDING, AND THE ARBITRATOR SHALL HAVE NO POWER TO AWARD CLASS-WIDE RELIEF; (b) you and us will pay arbitration costs as required by the JAMS Consumer Arbitration Minimum Standards and consistent with paragraph 6 below; (c) the arbitrator may award any individual relief or individual remedies that are permitted by applicable law; and (d) each side pays his, her or its own attorneys' fees.

You and us agree to maintain the confidential nature of the arbitration proceeding and shall not disclose the fact of the arbitration, any documents exchanged as part of any mediation, proceedings of the arbitration, the arbitrator’s decision and the existence or amount of any award, except as may be necessary to prepare for or conduct the arbitration (in which case anyone becoming privy to confidential information must undertake to preserve its confidentiality), or except as may be necessary in connection with a court application for a provisional remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law or court order.

YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD-PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.

YOU AGREE THAT ANY CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE SPORTSHUB SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER SUCH CAUSE OF ACTION ACCRUES. AFTER SUCH PERIOD, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.

You and us agree to maintain the confidential nature of the arbitration proceeding and shall not disclose the fact of the arbitration, any documents exchanged as part of any mediation, proceedings of the arbitration, the arbitrator’s decision and the existence or amount of any award, except as may be necessary to prepare for or conduct the arbitration (in which case anyone becoming privy to confidential information must undertake to preserve its confidentiality), or except as may be necessary in connection with a court application for a provisional remedy, a judicial challenge to an award or its enforcement, or unless otherwise required by law or court order.

United States Jurisdiction

We provide the SportsHub Services in the United States of America. We do not represent that the Content, SportsHub Services are appropriate (or, in some cases, available) for use in other locations. If you use the SportsHub Services from a jurisdiction other than the United States, you agree that you do so of your own initiative, and you are responsible for complying with local laws as applicable to your use of the SportsHub Services.

Not all of the SportsHub Services are available worldwide or nationwide, and we make no representation that you will be able to obtain any SportsHub Services in any particular jurisdiction, either within or outside of the United States.

U.S. Export Controls

Software available in connection with the SportsHub Services (the "Software") is further subject to United States export controls. No Software may be downloaded from the SportsHub Services or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk.

Governing Law

This Agreement will be governed by, and construed in accordance with, the laws of the State of Minnesota, without regard to its conflict of law provisions. Except with respect to Disputes to be resolved through an arbitration process in accordance with the Arbitration section contained above, you and we agree to submit to the exclusive jurisdiction of the courts located in Hennipen County, Minnesota to resolve any Dispute arising out of this Agreement or the SportsHub Services. YOU HEREBY KNOWINGLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT YOU MAY HAVE TO A TRIAL BY JURY IN RESPECT OF ANY LITIGATION (INCLUDING, BUT NOT LIMITED TO, ANY CLAIMS, COUNTERCLAIMS, CROSS-CLAIMS, OR THIRD-PARTY CLAIMS) ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS AGREEMENT.

YOU AGREE THAT ANY CAUSE OF ACTION YOU MAY HAVE ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE SPORTSHUB SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER SUCH CAUSE OF ACTION ACCRUES. AFTER SUCH PERIOD, SUCH CAUSE OF ACTION SHALL BE PERMANENTLY BARRED.

Indemnity

You agree to indemnify and hold VFGA, SportsHub, their affiliates, subcontractors and other partners, and their respective officers, agents, partners and employees, harmless from any loss, liability, claim, or demand, including, but not limited to, reasonable attorneys' fees, made by any third-party due to or arising out of or in connection with your misuse of the SportsHub Services, your breach of this Agreement, your violation of any rights of another or any User Content that you post or otherwise submit on, through or in connection with the SportsHub Services.

Unsolicited Submissions

We do not knowingly accept, via the SportsHub Services or otherwise, unsolicited submissions including, without limitation, submissions by you of blog ideas, articles, scripts, story lines, fan fiction, characters, drawings, information, suggestions, proposals, ideas or concepts. We request that you do not make any unsolicited submissions. Any similarity between an unsolicited submission and any elements in any VFGA, SportsHub or their affiliate creative work, including without limitation, a film, series, story, title or concept would be purely coincidental. If you do send any submissions to via the SportsHub Services that are unsolicited (including but not limited to any Forum), however, you agree that (i) your unsolicited submissions are not being made in confidence or trust and that by making such submissions, no contractual or fiduciary relationship is created between you and us; (ii) any such unsolicited submissions and copyright becomes the property of and will be owned by Fox (and are not User Content licensed by you to us under "Your Proprietary Rights in and License to Your User Content") and may be used, copied, sublicensed, adapted, transmitted, distributed, publicly performed, published, displayed or deleted as we see fit; (iii) you are not entitled to any compensation, credit or notice whatsoever in connection with such unsolicited submissions; and (iv) by sending an unsolicited submission, you waive the right to make any claim against us or our affiliates relating to any unsolicited submissions by you, including, without limitation, unfair competition, breach of implied contract or breach of confidentiality.

Other

The failure of SportsHub to exercise or enforce any right or provision of this Agreement will not operate as a waiver of such right or provision. The Section titles in this Agreement are for convenience only and have no legal or contractual effect. This Agreement operates to the fullest extent permissible by law. Except as otherwise expressly provided herein, if any provision of this Agreement is unlawful, void or unenforceable, that provision is deemed severable from this Agreement and does not affect the validity and enforceability of any remaining provisions.

You agree that any notices the we may be required by Applicable Law to send to you will be effective upon our sending an e-mail message to the e-mail address you have on file with us or publishing such notices on the informational page(s) of SportsHub Services.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and us as a result of this Agreement or your use of the SportsHub Services. A printed version of this Agreement and of any notice related to it shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent as other business documents and records originally generated and maintained in printed form.

Nothing contained in this Agreement limits our right to comply with governmental, court and law enforcement requests or requirements relating to your use of the SportsHub Services or information provided to or gathered by us in connection with such use.

If you would like to contact any Site with any questions regarding this Agreement, please contact us at [email protected].

I HAVE READ THIS AGREEMENT AND AGREE TO ALL OF THE PROVISIONS CONTAINED ABOVE.