THIS AGREEMENT CONTAINS A BINDING ARBITRATION AGREEMENT AND CLASS ACTION AND JURY TRIAL WAIVER CLAUSES IN THE BELOW SECTION “DISPUTE RESOLUTION” THAT IS APPLICABLE TO ANY DISPUTE BETWEEN YOU AND US. PLEASE READ THIS AGREEMENT CAREFULLY AS IT MAY AFFECT YOUR RIGHTS.

SCOPE OF USE

MaxPreps Inc. (“MaxPreps”), one of the 2080 Media, Inc. family of companies, provides this website www.MaxPreps.com (the “Site”) and the MaxPreps mobile application (the “App” and with the Site, collectively, the “Platform”) to you, the user of the Platform (“you” or “your”), for your informational, noncommercial use, and subject to these Website and Application Terms of Use (these “Terms”). References to “we”, “us” and “our” means MaxPreps, its parent company, 2080 Media, Inc. (its “Parent”), and its and their affiliates, subsidiaries, agents, representatives, successors, and assigns. These Terms prohibit using the Platform in any way that violates applicable laws and regulations or the rules of our service providers. Certain other programs or services provided by us through linked websites or other channels may have additional terms and conditions regarding your use of those services, and nothing in these Terms is intended to modify such terms and conditions. Subject to your compliance with these Terms and all applicable federal, state and local laws, rules, and regulations, we grant you a limited, revocable, nonexclusive, non-sublicenseable, non-transferable, license to use the Platform and any contents, features, and functionality made available thereon (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof, collectively, the “Content”) for your own personal, non-commercial use. This license specifically prohibits republication, distribution, assignment, sublicense, sale, preparation of derivative works, or other commercial exploitation of the Platform or Content.

You may only access and use the Platform on devices that you own or control and you may not use the Platform on devices where you do not have all necessary permissions and rights to use the Platform. You acknowledge that these Terms are concluded between you and us only and that we, and not Apple Inc. or Google LLC (collectively, the “App Stores”), are solely responsible for the App, including providing any maintenance or support for the App and any product liability, intellectual property infringement, consumer protection, or privacy claims you may have regarding the App.

ACCEPTANCE OF TERMS OF USE

By using any of the products or services made available through the Platform, you accept and agree to be bound by these Terms. If you do not agree to these Terms, your sole remedy is to not use the Platform. You understand that use of our App may be subject to additional terms, including the terms provided by the App Stores.

MODIFICATIONS

We reserve the right to modify the Platform and these Terms at any time. Modifications will be posted on the Site and the “Last Updated” date at the top of the Site will be revised. You understand and agree that if you use the Platform after the date on which the Terms have changed, we will treat your use as acceptance of the updated Terms. We may make changes in the services described in the Platform at any time without prior notice to you.

INTELLECTUAL PROPERTY

The Platform and the Content are owned by MaxPreps, its licensors, or other providers of such material and are protected by United States copyright, trademark, and other intellectual property or proprietary rights laws. You must comply with all such laws and applicable copyright, trademark, and other legal notices or restrictions. You shall not remove or alter any copyright, trademark, or other legal notices marked on the Content. As between you and MaxPreps, MaxPreps will retain all right, title, and interest in and to the Platform and the Content. No transfer of ownership to any portion of the Content shall be made as a result of any access you are granted. Except as specifically provided below, we reserve all rights in and to the Platform and Content.

USER CONTENT

The Platform may allow you to post, submit, or transmit various forms of content, including reviews, comments, photos, statements, ideas, questions, or other materials that you create or contribute (collectively, “User Content”). By posting or submitting any User Content to the Platform, you acknowledge and agree that all such User Content will comply with these Terms (including, without limitation, the Section entitled “Restrictions on Use,” below). You may not use any fake e-mail address or impersonate any other person or entity or otherwise mislead as to the origin of the User Content.

Unless we indicate otherwise, you grant to us and our affiliates and partners an irrevocable, perpetual, fully paid up, royalty-free, enterprise-wide, worldwide, non-exclusive, fully sublicenseable license to use, reproduce, archive, edit, translate, create derivative works of, make available, distribute, sell, display, perform, transmit, broadcast, and in any other way exploit the User Content in any form, media, software, or technology of any kind now known or developed in the future, including, without limitation, for marketing and for our business purposes. You hereby waive any moral rights you may have in your User Content.

We respect your ownership of User Content. If you owned User Content before providing it to us, you will continue owning it after providing it to us, subject to any rights granted in these Terms and any access granted to others. Please note that if you delete User Content from the Platform:

• The User Content may still exist in our backup copies, which are not publicly available.
• If your User Content was shared with third parties, those third parties may have retained copies of your User Content, and neither we nor our affiliates have any responsibility for any uses of your User Content that they might make.
• We retain the license specified above. Thus, for example, if we or one of our sublicensees obtained your User Content for use in creating a derivative work before you deleted it, we or our sublicensee would remain free to complete the creation of that derivative work and thereafter exploit that derivative work for all purposes and at all times.

We may refuse or remove User Content without notice to you. However, we have no obligation to monitor User Content, and you agree that neither we nor our affiliates will be liable for User Content or any loss or damage resulting from User Content.

We do not guarantee that User Content will be private, even if the User Content is in a password-protected area. Accordingly, you should not provide User Content that you want protected from others.

You agree not to, and will not permit any third party to, upload, post, email, distribute, transmit, link, solicit, or otherwise make available any User Content that:

• Constitutes unsolicited advertising, promotional materials, “junk mail”, “spam”, “chain letters”, “pyramid schemes”, or any other form of solicitation, commercial or otherwise.
• Is fraudulent, malicious, unlawful, unauthorized, or contains defamatory, disparaging, false, obscene, illegal, sexually explicit, racist, or otherwise objectionable information, images, materials, or descriptions (as determined by us in our sole discretion).
• Promotes or provides instructions for illegal activities.
• Encourages any conduct that would constitute a criminal offense or that gives rise to civil liability.
• Threatens, defames, stalks, abuses, or harasses other persons.
• Violates any person’s or entity’s legal rights (including, without limitation, intellectual property, privacy, and publicity rights) or transmits material that violates or circumvents such rights.
• Disseminates viruses or other computer code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware, including spyware and adware.
• Transmits, collects, or accesses personal information about other users without their consent and our authorization.
• Impersonates any person or entity or otherwise misrepresents your affiliation or the origin of materials you transmit.

PRIVACY POLICY

You may view a copy of our privacy policy here (“Privacy Policy”), which explains our practices relating to the collection and use of your information through or in connection with our Platform. The Privacy Policy is incorporated into these Terms and governs our use of your information and/or any information you submit or otherwise make available to us in connection with the Platform.

TERMINATION; SUSPENSION

We reserve the right to terminate or suspend your Account and access to the Platform at our sole discretion if we believe you have violated these Terms, any applicable laws, or MaxPreps’s proprietary rights. This includes violations of our policies regarding User Content. We may also terminate or restrict your access if you provide false, inaccurate, or incomplete information, or if we reasonably suspect such information is untrue. Termination may occur without notice and can include blocking access to the Platform and deleting content or information associated with your Account.

CUSTOMER SERVICE; SUPPORT

If you need assistance with your Account, you may reach Customer Service at any time via the Platform or at this link: https://support.maxpreps.com/hc/en-us. Through these resources, you will find the answers to many frequently asked questions and information. The Disclaimers of Warranties and Limitations of Liability and other applicable provisions set forth in these Terms expressly apply to the use of Customer Service. We may utilize the services of third parties in providing you Customer Service support and additional terms may apply.

TRADEMARKS

All trademarks, service marks and logos that are used or displayed on the Platforms are owned by us or our licensors. You must obtain our written permission prior to using any trademark or service mark of ours. Unauthorized use of any trademarks, service marks or logos used on the Platform may be a violation of state, national and international trademark laws. Additionally, our custom icons, graphics, logos and scripting on the Platform may be covered by trademark, trade dress, copyright or other proprietary right law, and may not be copied, modified or used, in whole or in part, without our prior written permission.

COPYRIGHT INFRINGEMENT NOTIFICATION

We respect the intellectual property rights of authors. If you believe that any content or information provided on the Platform infringes your copyright, please notify us of such claims by contacting our designated agent:

• By mail: MaxPreps Inc. c/o PlayOn
  2990 Brandywine Road, Suite 300
  Atlanta, Georgia 30341 Attn: Legal Department
• By email: DataRequest@playonsports.com

You understand that you may be required to provide additional information to enforce your claim.

RESTRICTIONS ON USE

You agree not to, and will not permit any third party to:

• Access the Content using any interface other than the Site or the App.
• Circumvent any access control measures, including password-protected areas and geo-filtering mechanisms.
• Access any portion of the Platform that we have not authorized you to access, link to password-protected areas, or attempt to use another user’s account or information.
• Use any robot, spider, scraper, or other automatic or manual means to access, monitor, or copy the Platform or its Content or data.
• Disassemble, decompile or otherwise reverse engineer any software or other technology used to provide the Platform.
• Manipulate or otherwise display the Platform or its Content by using framing, mirroring, in line linking, or similar navigational technology, displaying the Platform or its Content in connection with an unauthorized logo or mark, directly linking to any portion of the Platform other than the main homepage (i.e., deep linking), or doing anything else that could falsely suggest a relationship between us and any third party or potentially deprive us of revenue.
• Modify, adapt, improve, enhance, or make any derivative work from the Platform.
• Disable, overburden, impair, or otherwise interfere with or interrupt the Platform or any hardware, software, system, network, or other infrastructure used to provide the Platform.
• Probe, scan, or test the vulnerability of or breach the authentication measures of the Platform or any related networks or systems.
• Interfere with others using the Platform or otherwise disrupt the Platform’s operation.
• Use the Platform or any Content for any purpose other than your personal, non-commercial use, including, without limitation, selling, renting, leasing, lending, broadcasting, transmitting, or otherwise disseminating, distributing, displaying, or performing any part of the Platform or Content.
• Build a business or other enterprise utilizing any of the Content, whether for profit or not.
• Remove, obscure, or alter any proprietary notices (including any notice of copyright or trademark) of us or our affiliates, partners, suppliers, or our licensors from the Platform or Content.
• Infringe the copyright, trademark, or any proprietary rights of us or any third party, or disclose a trade secret or confidential information in violation of any agreement.
• Engage in unauthorized spidering, “scraping,” data mining, or harvesting of Content or user information, or use any other unauthorized automated means to gather data from or about the Services.
• Maintain any link to the Services that we ask you to remove, in our sole discretion.
• Allow anyone else to use your account or access credentials.

VIOLATION OF RULES AND REGULATIONS; DISCLOSURE OF INFORMATION

We reserve the right to seek all remedies available at law and in equity for violations of the rules and regulations set forth in the Platform, including these Terms. We may cooperate with legal authorities and/or third parties in the investigation of any suspected or alleged crime or civil wrong. Except as may be expressly limited by the Privacy Policy, we reserve the right at all times to: (i) disclose any information as we deem necessary to satisfy any applicable law, regulation, legal process or governmental request; or (ii) edit, refuse to post or to remove any information or materials, in whole or in part, as applicable, in our sole discretion.

INDEMNITY

You shall defend, indemnify, and hold harmless MaxPreps, its Parent, and its and their subsidiaries, affiliates, officers, agents, employees, contractors, partners, and licensors from and against any claims, losses, actions, suits, proceedings, damages, settlements, judgments, liabilities, risks, and costs, including reasonable attorneys’ fees, arising from your use of the Platform or any breach of these Terms, including but not limited to (i) your violation of these Terms, (ii) any User Content you provide, and/or (iii) your negligence, fraud, or willful misconduct. We reserve the right, at your expense, to assume the exclusive defense and control of any matter which you are required to indemnify against, and you agree to cooperate in our defense of such matter. This indemnification will survive any termination of these Terms.

NO WARRANTIES

THE PLATFORM AND ALL CONTENT AVAILABLE THEREON IS PROVIDED TO YOU ON AN “AS-IS,” “AS-AVAILABLE” BASIS WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE MAKE NO WARRANTY AS TO THE ACCURACY, COMPLETENESS, CURRENCY OR RELIABILITY OF THE PLATFORM, THE CONTENT, OR ANY SERVICES, PRODUCTS, INFORMATION, OPINIONS, AND MATERIALS AVAILABLE THROUGH THE PLATFORM. YOU ARE RESPONSIBLE FOR VERIFYING ANY INFORMATION YOU OBTAIN FROM THE PLATFORM BEFORE RELYING ON IT. USE OF THE PLATFORM IS AT YOUR SOLE RISK. WE MAKE NO REPRESENTATIONS OR WARRANTIES THAT USE OF THE PLATFORM OR THE CONTENT WILL BE UNINTERRUPTED, COMPLETELY SECURE, VIRUS-FREE, OR ERROR-FREE. EXCEPT AS EXPRESSLY SET FORTH IN SECTION ENTITLED “LIMITATION OF LIABILITY” BELOW, YOUR SOLE AND EXCLUSIVE REMEDY RELATING TO YOUR USE OF THE PLATFORM SHALL BE TO DISCONTINUE USING THE PLATFORM. Without limiting the foregoing, we and our licensors assume no liability or responsibility for any of the following: (i) errors or omissions in the Content; (ii) any failure or interruption in the availability of the Platform; (iii) delivery and or display of any Content; and (iv) any losses or damages arising from the use of the Content provided on or through the Platform, including any losses or damages arising from downloading of related software or any conduct by users of the Platform. No oral or written information or advice given by us or our authorized representatives shall create a warranty or otherwise constitute a representation binding upon MaxPreps, its Parent, or its and their affiliates and partners.

LIMITATION OF LIABILITY.

YOU UNDERSTAND AND AGREE THAT WE WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, OR SPECIAL DAMAGES, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH ACCESS TO OR USE OF THE PLATFORM, INCLUDING, WITHOUT LIMITATION, ANY MATERIALS, SERVICES AND/OR PRODUCTS WE HAVE PROVIDED TO YOU ON OR THROUGH THE PLATFORM, WHETHER OR NOT YOU HAVE PURCHASED OR PROVIDED ANY CONSIDERATION FOR SUCH, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING BUT NOT LIMITED TO: (A) ANY ACTION TAKEN IN CONNECTION WITH AN INVESTIGATION BY LAW ENFORCEMENT AUTHORITIES REGARDING YOUR OR ANY OTHER PARTY’S USE OF THE PLATFORMS; (B) ANY ACTION TAKEN IN CONNECTION WITH COPYRIGHT OR OTHER INTELLECTUAL PROPERTY OWNERS; (C) ANY DAMAGE TO YOUR OR ANY OTHER USER’S COMPUTER, MOBILE DEVICE, OR OTHER EQUIPMENT OR TECHNOLOGY; (D) RELIANCE BY ANY PARTY ON ANY CONTENT OBTAINED THROUGH USE OF THE PLATFORM; OR (E) WHETHER CAUSED IN WHOLE OR IN PART BY NEGLIGENCE, ACTS OF GOD, TELECOMMUNICATIONS FAILURE, THEFT OR DESTRUCTION OF, OR UNAUTHORIZED ACCESS TO THE PLATFORM, OR RELATED INFORMATION OR PROGRAMS, THAT ARISE IN CONNECTION WITH: (1) MISTAKES OR OMISSIONS IN, OR DELAYS IN TRANSMISSION OF, INFORMATION TO OR FROM YOU; (2) INTERRUPTIONS IN TELECOMMUNICATIONS CONNECTIONS TO THE PLATFORM; OR (3) VIRUSES.

OUR TOTAL LIABILITY TO YOU FROM ALL CAUSES OF ACTION AND UNDER ALL THEORIES WILL BE LIMITED TO THE AMOUNT YOU HAVE PAID FOR THE USE OF THE PLATFORM, IF ANY, AND IF YOU HAVE PAID NO AMOUNT, THEN FIFTY UNITED STATES DOLLARS ($50.00). YOU ALSO ACKNOWLEDGE AND AGREE THAT YOU HAVE VIEWED OR USED THE PLATFORM WITH A FULL UNDERSTANDING OF THE LIMITATION OF OUR LIABILITY IN THESE TERMS.

BY ACCESSING THE PLATFORM, YOU UNDERSTAND THAT YOU MAY BE WAIVING RIGHTS WITH RESPECT TO CLAIMS THAT ARE AT THIS TIME UNKNOWN OR UNSUSPECTED, AND 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 FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.”

Some jurisdictions do not allow exclusions of liability for certain types of damages. Accordingly, some of the above limitations may not apply to you to the extent prohibited by law. In such cases, our liability will be limited to the fullest extent permitted by applicable law.

THIRD PARTY PLATFORMS

Some links in the Platform may navigate you away from the Platform or redirect you to other websites, including websites operated by third parties. Linked third-party websites are not under our control and do not necessarily reflect our opinions, recommendations, or endorsements. We are not responsible for the privacy practices of any other websites. Please be aware that those websites may collect personally identifiable information (“PII”) from or about you as well as non-PII about your visit. You should review the terms of use and privacy policies that are posted on any website that you visit, before using any linked websites.

We are providing these links to other Internet sites as a convenience to you, and access to any other Internet sites linked to the Platform is at your own risk. We may remove links from the Platform at any time, at our sole discretion. We will not be responsible or liable, directly or indirectly, for any damages or losses caused or alleged to be caused by or in connection with the use of or reliance on such content, products, services or other materials available on or through any such website or for any action you may take as a result of linking to any such website.

THIRD PARTY BENEFICIARIES AND APP STORE TERMS

You acknowledge and agree that the App Stores, and their subsidiaries, are third party beneficiaries of these Terms, and that, upon your use of the App (which we consider your acceptance of these Terms), an App Store will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary thereof. You further agree to comply with the applicable App Store’s terms and conditions: (a) Apple Media Services Terms and Conditions (available at: https://www.apple.com/legal/internet-services/itunes/us/terms.html); and (b) Google Play Terms of Service (available at: https://play.google.com/about/play-terms/index.html), which are incorporated herein and made a part of these Terms by this reference.

NO FIDUCIARY RELATIONSHIP

Except to the extent set forth in a separate agreement between you and us, there is no fiduciary relationship between you and us. These Terms do not create any relationship of principal and agent, partnership, joint venture, or employer and employee, between you and us. You may not enter into any contract on our behalf or bind us in any way.

RIGHT TO MONITOR

We reserve the right to actively monitor the use of the Platform and use any information gathered during such monitoring for any permissible purpose under the Privacy Policy. We may, at any time remove any materials from the Platform, including material that, in our sole discretion, may be illegal, may subject us to liability, may violate these Terms, or are, in our sole discretion, inconsistent with our purpose for the Platform.

ELECTRONIC COMMUNICATIONS AND NOTICE

When you visit the Platform or send e-mails to us, you are communicating with us electronically and you consent to receive communications from us electronically. We will communicate with you by e-mail at the address we have on file for you (if any), sending you messages through the mobile application we provide, or by posting notices on the Platform. You agree that all agreements, notices, and other communications provided electronically satisfy any legal requirement for written communication. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication as described in these Terms.

All notices required or permitted under these Terms to us will be in writing and sent by certified mail, return receipt requested, or by reputable oversight courier, or by hand delivery, provided that we may provide written notice to you through electronic communications as described in the paragraph immediately above. The notice address for MaxPreps is 2990 Brandywine Road, Suite 300, Atlanta, Georgia 30341, Attn: Legal Department. Any notice sent in the manner sent forth above shall be deemed sufficiently given for all purposes hereunder (i) in the case of certified mail, on the second business day after deposited in the U.S. mail, and (ii) in the case of overnight courier or hand delivery, upon delivery. We may change our notice address by giving written notice to you by the means specified in this Section.

USE OUTSIDE OF THE UNITED STATES; CHOICE OF LAW; AND VENUE

The Platform is operated by us from our offices within the United States of America. We make no representation that the information in the Platform is appropriate or available for use in other locations, and access to the Platform from territories where the contents of the Platform may be illegal is prohibited. Those who choose to access the Platform from other locations do so, on their own initiative and are responsible for compliance with applicable local laws. By using the Platform, regardless of where you live or are located in the world, you consent to these Terms and any claims relating to the information, services or products made available through the Platform will be governed by the laws of the State of Georgia, U.S.A., excluding the application of its conflicts of law rules. You agree that venue for all actions, relating in any manner to these Terms, will be in accordance with the Section below entitled “Dispute Resolution; Mandatory Binding Arbitration; Class Action Waiver; and Mass Arbitration Waiver.”

DISPUTE RESOLUTION; MANDATORY BINDING ARBITRATION; CLASS ACTION WAIVER; AND MASS ARBITRATION WAIVER.

PLEASE READ THIS ARBITRATION AGREEMENT (“ARBITRATION AGREEMENT”) CAREFULLY. IT REQUIRES YOU TO ARBITRATE DISPUTES WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US AND INCLUDES A WAIVER OF CLASS ACTION AND JURY TRIAL.

IF YOU FOLLOW THE PROCEDURES SET FORTH BELOW, YOU HAVE THE RIGHT TO OPT OUT OF THIS DISPUTE RESOLUTION PROVISION (EXCEPT FOR THE JURY TRIAL WAIVER) WITHIN 30 DAYS OF YOUR ACCEPTANCE OF THESE TERMS OF USE AS DEFINED ABOVE (THE “OPT-OUT PERIOD”). OTHERWISE, YOU WILL BE BOUND TO SETTLE ANY DISPUTES YOU MAY HAVE WITH MAXPREPS THROUGH THE FOLLOWING DISPUTE RESOLUTION PROCEDURES.

YOU AND MAXPREPS AGREE TO ARBITRATE — RATHER THAN LITIGATE IN COURT — any and all claims, disputes, or controversies between you and MaxPreps, including any parents, subsidiaries, affiliates, officers, directors, employees, or agents of MaxPreps, whether based in contract, statute, regulation, ordinance, tort (including, but not limited to, fraud, misrepresentation, fraudulent inducement, negligence, or any other intentional tort) or other legal or equitable theory (“Dispute”) that arise out of or in any way relate to these Terms of Use, any of the services provided under these Terms of Use or any other services or products that MaxPreps provides to you in connection with these Terms of Use (including but not limited to amounts that MaxPreps charges you for services or products provided, any alleged breach related to the collection, retention or disclosure of your personal information, and any alleged violation of MaxPreps’s Privacy Policy). You and MaxPreps also agree to arbitrate any and all Disputes that arise out of or relate in any way to any services or products provided to you by MaxPreps or any of its affiliated entities under any other agreement. Notwithstanding this agreement to arbitrate, you and MaxPreps may bring appropriate Disputes against each other in small claims court, if the Dispute falls within the small claims court's jurisdiction, or before any other federal, state, or local government agency authorized by law to hear the Dispute.

Arbitration Agreement - Opt Out.

You may opt out of this dispute resolution provision (except for the jury trial waiver contained below) by notifying MaxPreps of that intent during the Opt-Out Period stating that you are opting out of this dispute resolution provision:

By mail:

By e-mail:

DataRequest@playonsports.com

Exercising this right, should you choose to do so, will not affect these Terms of Use with MaxPreps, and you may remain a MaxPreps user. If you opt out of the dispute resolution provision, that opt out will remain in effect if MaxPreps modifies this section in the future or you agree to extend the term of service under these Terms of Use. On the other hand, if you enter into a new agreement with MaxPreps that includes a dispute resolution provision the new agreement will replace this agreement. In that case, if you want to opt out of that provision, you will need to follow the instructions in that agreement for opting out.

Arbitration Agreement - WAIVER OF MASS ARBITRATION FILINGS.

You and MaxPreps waive the right to file any Dispute as part of a Mass Arbitration Filing. A “Mass Arbitration Filing” includes instances in which you or MaxPreps are represented by a law firm or collection of firms that has filed 25 or more arbitration demands of a substantially similar nature against the other party within 180 days of the arbitration demand filed on your or MaxPreps’s behalf, and the law firm or collection of firms seek to simultaneously arbitrate all arbitration demands. No arbitrator shall arbitrate any Mass Arbitration Filing. If this waiver of Mass Arbitration Filings is deemed unenforceable, neither you nor MaxPreps is entitled to arbitration; instead, all Disputes will be resolved in court as noted below and subject to class action and jury trial waivers.

Arbitration Agreement - Class Action Waiver.

You and MaxPreps agree that all Disputes between you and MaxPreps will be arbitrated individually, and that there will be no class, representative, or consolidated actions in arbitration. If you or MaxPreps brings a claim in small claims court, or if for any reason a Dispute is to be heard in a court, the class action waiver will apply, and neither of us can bring a claim on a class or representative basis. Furthermore, neither you nor MaxPreps may participate in a class or representative action as a class member if the class action asserts Disputes that would fall within the scope of this arbitration agreement if they were directly asserted by you or MaxPreps, or if any aspect of the arbitration agreement is found to be unenforceable. We both agree that this class action waiver is an essential part of our agreement and that if this class action waiver is found to be unenforceable by any court or arbitrator then the entire Arbitration Agreement set forth in this section will not apply to any Dispute between you and MaxPreps, except for the provisions of this Arbitration Agreement waiving the right to jury trial. This class action waiver may not be severed from our Arbitration Agreement.

Arbitration Agreement - Arbitrator Authority.

The arbitration between you and MaxPreps will be binding. In arbitration, there is no judge and no jury. Instead, our Disputes will be resolved by an arbitrator, whose authority is governed by these Terms of Use. You and MaxPreps agree that an arbitrator may only award such relief as a court of competent jurisdiction could award, limited to the same extent as a court would limit relief pursuant to these Terms of Use. An arbitrator may award attorneys' fees and costs if a court would be authorized to do so and may issue injunctive or declaratory relief if that relief is required or authorized by the applicable law, but that injunctive or declaratory relief may not extend beyond you and your dealings with MaxPreps. Review of arbitration decisions in the courts is very limited.

Arbitration Agreement - Informal Dispute Resolution.

You and MaxPreps agree that you will try to resolve Disputes informally before resorting to arbitration (“Informal Dispute Resolution”). If you have a Dispute, you may notify MaxPreps of the Dispute by sending a written description of your claim to:

By mail:

By e-mail:

DataRequest@playonsports.com

If MaxPreps does not satisfactorily resolve your claim within 30 calendar days of receiving written notice of your claim, then you may pursue the claim in arbitration. Neither you nor MaxPreps may initiate arbitration without first following the Informal Dispute Resolution procedure and thereafter, if the Dispute is still not resolved, the party who desires to initiate arbitration must provide the other written notice of the intent to file for arbitration. If you are sending a written notice of your intent to file for arbitration to MaxPreps, please send such notice via:

By mail:

By e-mail:

DataRequest@playonsports.com

If MaxPreps is sending you a written notice of our intent to file for arbitration, we will send it to the last known address of record we have on file for you.

Arbitration Agreement - Arbitration Procedures.

You and MaxPreps agree that this Agreement and the services MaxPreps provides to you affects interstate commerce and that the Federal Arbitration Act and not state arbitration laws applies for all Disputes. All arbitrations shall be conducted by the American Arbitration Association ("AAA"). The AAA's rules are available on its website at WWW.ADR.ORG or by calling 1-800-778-7879. If the claim asserted in arbitration is for less than $75,000, the AAA's Consumer Arbitration Rules will apply. If the claim asserted is for $75,000 or more, the Commercial Arbitration Rules will apply. If there is a conflict between the AAA's rules and this dispute resolution agreement, this dispute resolution agreement shall control. Upon filing of the arbitration demand, if the arbitrator finds that you cannot afford to pay AAA filing, administrative, hearing, and/or other fees and cannot obtain a waiver from AAA, we will pay them for you if you complied with the Informal Dispute Resolution Process set forth above. In addition, we will reimburse all such AAA filing, administrative, hearing, and/or other fees for claims totaling less than $75,000 unless the arbitrator determines the claims are frivolous or you did not comply with the Informal Dispute Resolution process set forth above, except that if you have initiated the arbitration claim, you will still be required to pay the lesser of $250 or the maximum amount permitted under the AAA Rules for arbitration claims initiated by you. You are still responsible for all additional costs that you incur in the arbitration, including without limitation, fees for attorneys or expert witnesses. For claims that total more than $75,000, the payment of filing, administration and arbitrator fees will be governed by the AAA Commercial Arbitration Rules.

To initiate arbitration, you must send a letter requesting arbitration and describing your claims to:

By mail:

By e-mail:

DataRequest@playonsports.com

You must also comply with the AAA's rules regarding initiation of arbitration.

You may choose to have the arbitration conducted by telephone or videoconference, based on written submissions, in person in your hometown area (if you live in the United States), or at another mutually agreed upon location that is reasonably convenient to you. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Except to the extent preempted by or inconsistent with applicable federal law and as otherwise described herein, this agreement is governed by the laws of Georgia without regard to choice of law principles, conflicts of laws rules, or your actual state of residence. For any claim that proceeds in court rather than in arbitration, we each waive our right to a jury trial and any claims for punitive or exemplary damages. Unless otherwise specified herein, any Disputes of a legal nature, whether a claim, complaint, arbitration demand, or otherwise that is not subject to the mandatory arbitration provision, shall be subject to the exclusive jurisdiction of the federal or state courts located within Atlanta, Georgia

Arbitration shall be final and binding upon the parties. Judgment upon the award may be entered in any court having jurisdiction over the award or over the applicable party or its assets.

Arbitration Agreement - Jury Trial Waiver.

If for any reason this Arbitration Agreement is found to be unenforceable, or if you opt out of this dispute resolution agreement, you and MaxPreps expressly and knowingly WAIVE THE RIGHT TO TRIAL BY JURY. This means that a Judge rather than a Jury will decide Disputes between you and MaxPreps if, for any reason, the arbitration agreement is not enforced.

Arbitration Agreement - Survival.

The dispute resolution provision survives the termination of your Services with MaxPreps. If you bring a claim against MaxPreps after termination of your Account that is based in whole or in part on events or omissions that occurred while you were a MaxPreps customer, this dispute resolution provision shall apply.

ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE, PRIVACY POLICY OR THE WEBSITE OR RELATED TO THE WEBSITE AND ITS OFFERINGS MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES, OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.

GOVERNING LAW AND SEVERABILITY

These Terms shall be governed by and construed in accordance with the laws of the State of Georgia without regard to conflict of laws provisions. You consent to the exclusive jurisdiction and venue of any court of competent jurisdiction in Atlanta, Georgia, with respect to any dispute arising out of or relating to these Terms of Use. If any provision or provisions of these terms shall be held to be invalid, illegal, unenforceable or in conflict with the law of any jurisdiction, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired thereby and shall remain in full force and effect.

MISCELLANEOUS

Any and all rights not expressly granted to you in these Terms are hereby reserved by MaxPreps.

In no event shall MaxPreps be responsible or liable for any failure or delay in the performance of its obligations hereunder arising out of or caused by, directly or indirectly, forces beyond its control, including, without limitation, strikes, work stoppages, accidents, acts of war or terrorism, civil or military disturbances, nuclear or natural catastrophes or acts of God, and interruptions, loss or malfunctions of utilities, communications or computer (software and hardware) services; it being understood that MaxPreps shall use reasonable efforts which are consistent with accepted practices in its industry to resume performance as soon as practicable under the circumstances.

You may not assign, convey, subcontract, or delegate your rights, duties, or obligations hereunder. MaxPreps has no restrictions on assignment of these Terms.

MaxPreps may at any time amend and modify these Terms and your continued use of the Services will be conditioned upon the terms and conditions in force at the time of your use. You may not modify these Terms of Use.

Any Sections that by their nature should survive the termination of your account or expiration of these Terms, or which would reasonably be expected to be performed after the termination of your account or expiration of these Terms, shall survive and be enforceable after termination of your account or expiration of these Terms, including any licenses granted to MaxPreps hereunder which shall survive in accordance with its terms, and the provisions relating to ownership, indemnification, limitations of liability and governing law.

MaxPreps does not waive any provision or right MaxPreps fails to insist upon or enforce strict performance of any provision of these Terms.

Unless otherwise agreed to by you and MaxPreps in writing, these Terms and any other documents incorporated by reference (including hyperlinks) constitute the entire agreement and understanding between you and us with respect to the subject matter of these Terms and supersede any prior understandings or agreements (whether oral or written) regarding the subject matter.

CONTACTING US

If you have questions concerning your account or these Terms, please contact us by visiting https://support.maxpreps.com/hc/en-us.