Last Updated: August 28, 2023

Welcome to the Roster Athletics website located at www.rosterathletics.com (the “Site”).

Please read these Terms of Service (the “Terms”) and our

https://resource.rosterathletics.com/legal/consumer/Privacy.html (“Privacy Policy”) carefully

because they govern your use of our Site and our digital competition management platform

and athletics-related services and games accessible via our Site and our mobile device

application (“App”). To make these Terms easier to read, the Site, our services and App are

collectively called the “Services,” and the terms “Roster Athletics,” “we,” and “us” include

Roster Athletics LLC and our affiliates and subsidiaries.

1. Agreement to Terms. By using our Services, you agree to be bound by these Terms. If you

don’t agree to be bound by these Terms, do not use the Services. If you are accessing and using

the Services on behalf of a company (such as your employer) or other legal entity, you

represent and warrant that you have the authority to bind that company or other legal entity to

these Terms. In that case, “you” and “your” will refer to that company or other legal entity.

2. Privacy Policy. Please refer to our Privacy Policy for information on how we collect, use and

disclose information from our users. You acknowledge and agree that your use of the Services is

subject to our Privacy Policy.

IMPORTANT NOTICE REGARDING ARBITRATION: WHEN YOU AGREE TO THESE TERMS YOU ARE

AGREEING (WITH LIMITED EXCEPTION) TO RESOLVE ANY DISPUTE BETWEEN YOU AND ROSTER

ATHLETICS THROUGH BINDING, INDIVIDUAL ARBITRATION RATHER THAN IN COURT. PLEASE

REVIEW CAREFULLY SECTION 17 “DISPUTE RESOLUTION” BELOW FOR DETAILS REGARDING

ARBITRATION (INCLUDING THE PROCEDURE TO OPT OUT OF ARBITRATION).

3. Changes to Terms or Services. We may update the Terms at any time, in our sole discretion. If

we do so, we’ll let you know either by posting the updated Terms on the Site or through other

communications. It’s important that you review the Terms whenever we update them or you

use the Services. If you continue to use the Services after we have posted updated Terms, you

are agreeing to be bound by the updated Terms. If you don’t agree to be bound by the updated

Terms, then, except as otherwise provided in Section 17(e) “Effect of Changes on Arbitration,”

you may not use the Services anymore. Because our Services are evolving over time we may

change or discontinue all or any part of the Services, at any time and without notice, at our sole

discretion.

4. Who May Use the Services?

(a) Eligibility. While some aspects of the Services are provided to all users, for other aspects,

such as the ability to use social features, you must be at least 13 years of age (or such other

minimum age at which you can provide consent to data processing under the laws of your

jurisdiction). For certain features of the Services, you’ll need an account. It’s important that you

provide us with accurate, complete and current account information, and keep this information

up to date. If you don’t, we might have to suspend or terminate your account. To protect your

account, keep the account details and password confidential, and notify us right away of any

unauthorized use. You’re responsible for all activities that occur under your account. Parents

are responsible for the acts of their children who use our Services.

(b) Registration and Your Information. If you want to use certain features of the Services you’ll

have to create an account (“Account”). You can do this via the Site or through your account

with certain third-party social networking services such as Facebook or Google (each, an “SNS

Account”). If you choose the SNS Account option we’ll create your Account by extracting from

your SNS Account certain personal information such as your name and email address and other

personal information (including your profile photo) that your privacy settings on the SNS

Account permit us to access.

and up-to-date information for your Account and you agree to update such information to keep

it accurate, complete and up-to-date. If you don’t, we might have to suspend or terminate your

Account. You agree that you won’t disclose your Account password to anyone and you’ll notify

us immediately of any unauthorized use of your Account. You’re responsible for all activities

that occur under your Account, whether or not you know about them.

5. Feedback. We welcome feedback, comments and suggestions for improvements to the

Services (“Feedback”). You can submit Feedback by emailing us at

feedback@rosterathletics.com. You grant to us a non-exclusive, transferable, worldwide,

perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense, under any

and all intellectual property rights that you own or control to use, copy, modify, create

derivative works based upon and otherwise exploit the Feedback for any purpose.

6. Content Ownership, Responsibility and Removal.

(a) Definitions. For purposes of these Terms: (i) “Content” means text, graphics, images, music,

software, audio, video, works of authorship of any kind, and information or other materials that

are posted, generated, provided, transmitted or otherwise made available through the Services;

and (ii) “User Content” means any Content that Account holders (including you) provide to be

made available through the Services. Content includes without limitation User Content.

(b) Our Content Ownership. Roster Athletics does not claim any ownership rights in any User

Content and nothing in these Terms will be deemed to restrict any rights that you may have to

use and exploit your User Content. Subject to the foregoing, Roster Athletics and its licensors

exclusively own all right, title and interest in and to the Services and Content, including all

associated intellectual property rights. You acknowledge that the Services and Content are

protected by copyright, trademark, and other laws of the United States and foreign countries.

You agree not to remove, alter or obscure any copyright, trademark, service mark or other

proprietary rights notices incorporated in or accompanying the Services or Content.

Services you hereby grant to Roster Athletics a non-exclusive, transferable, worldwide, royalty-

free license, with the right to sublicense, to use, copy, modify, create derivative works based

upon, distribute, publicly display, and publicly perform your User Content in connection with

operating, promoting and providing the Services and Content to you and to other Account

holders.

(d) Your Responsibility for User Content. You are solely responsible for all your User Content.

You represent and warrant that you own all your User Content or you have all rights that are

necessary to grant us the license rights in your User Content under these Terms. You also

represent and warrant that neither your User Content, nor your use and provision of your User

Content to be made available through the Services, nor any use of your User Content by us on

or through the Services will infringe, misappropriate or violate a third party’s intellectual

property rights, rights of publicity or privacy, moral rights, or result in the violation of any

applicable law or regulation.

(e) Removal of User Content. You can remove your User Content by specifically deleting it.

However, in certain instances, some of your User Content (such as posts or comments you

make or messages you send) may not be completely removed and copies of your User Content

may continue to exist on the Services. We are not responsible or liable for the removal or

deletion of (or the failure to remove or delete) any of your User Content.

(f) Rights in Content Granted by Us. Subject to your compliance with these Terms, Roster

Athletics grants to you a limited, non-exclusive, non-transferable license, with no right to

sublicense, to download, view, copy, display, link to and print the Content solely in connection

with your permitted use of the Services and solely for your personal and non-commercial

purposes.

7. Rights and Terms for Apps.

(a) Rights in App Granted by Us. Subject to your compliance with these Terms, Roster Athletics

grants to you a limited non-exclusive, non-transferable license, with no right to sublicense, to

download and install a copy of the App on a mobile device or computer that you own or control

and to run such copy of the App solely for your own personal non-commercial purposes. You

may not copy the App, except for making a reasonable number of copies for backup or archival

purposes. Except as expressly permitted in these Terms, you may not: (i) copy, modify or create

derivative works based on the App; (ii) distribute, transfer, sublicense, lease, lend or rent the

App to any third party; (iii) reverse engineer, decompile or disassemble the App; or (iv) make

the functionality of the App available to multiple users through any means. Roster Athletics

reserves all rights in and to the App not expressly granted to you under these Terms.

(b) Accessing App from App Store. The following terms apply to any App accessed through or

downloaded from any app store or distribution platform (like the Apple App Store or Google

Play) where the App may now or in the future be made available (each an “App Provider”). You

acknowledge and agree that:

• These Terms are concluded between you and Roster Athletics, and not with the App

Provider, and Roster Athletics (not the App Provider), is solely responsible for the App.

• The App Provider has no obligation to furnish any maintenance and support services

with respect to the App.

• In the event of any failure of the App to conform to any applicable warranty, you may

notify the App Provider, and the App Provider will refund the purchase price for the App

to you (if applicable) and, to the maximum extent permitted by applicable law, the App

Provider will have no other warranty obligation whatsoever with respect to the App.

Any other claims, losses, liabilities, damages, costs or expenses attributable to any

failure to conform to any warranty will be the sole responsibility of Roster Athletics.

• The App Provider is not responsible for addressing any claims you have or any claims of

any third party relating to the App or your possession and use of the App, including, but

not limited to: (i) product liability claims; (ii) any claim that the App fails to conform to

any applicable legal or regulatory requirement; and (iii) claims arising under consumer

protection or similar legislation.

• In the event of any third party claim that the App or your possession and use of that App

infringes that third party’s intellectual property rights, Roster Athletics will be solely

responsible for the investigation, defense, settlement and discharge of any such

intellectual property infringement claim to the extent required by these Terms.

• The App Provider, and its subsidiaries, are third-party beneficiaries of these Terms as

related to your license to the App, and that, upon your acceptance of the Terms, the

App Provider will have the right (and will be deemed to have accepted the right) to

enforce these Terms as related to your license of the App against you as a third-party

beneficiary thereof.

• You represent and warrant that (i) you are not located in a country that is subject to a

U.S. Government embargo, or that has been designated by the U.S. Government as a

terrorist-supporting country; and (ii) you are not listed on any U.S. Government list of

prohibited or restricted parties.

• You must also comply with all applicable third party terms of service when using the

App.

8. General Prohibitions and Our Enforcement Rights. You agree not to do any of the following:

(a) Post, upload, publish, submit or transmit any Content that: (i) infringes, misappropriates or

violates a third party’s patent, copyright, trademark, trade secret, moral rights or other

intellectual property rights, or rights of publicity or privacy; (ii) violates, or encourages any

conduct that would violate, any applicable law or regulation or would give rise to civil liability;

(iii) is fraudulent, false, misleading or deceptive; (iv) is defamatory, obscene, pornographic,

vulgar or offensive; (v) promotes discrimination, bigotry, racism, hatred, harassment or harm

against any individual or group; (vi) is violent or threatening or promotes violence or actions

that are threatening to any person or entity; or (vii) promotes illegal or harmful activities or

substances;

(b) Use, display, mirror or frame the Services or any individual element within the Services,

Roster Athletics’ name, any Roster Athletics trademark, logo or other proprietary information,

or the layout and design of any page or form contained on a page, without our express written

consent;

technical delivery systems of our providers;

(d) Avoid, bypass, remove, deactivate, impair, descramble or otherwise circumvent any

technological measure implemented by us or any of our providers or any other third party

(including another user) to protect the Services or Content;

(e) Attempt to access or search the Services or Content or download Content from the Services

through the use of any engine, software, tool, agent, device or mechanism (including spiders,

robots, crawlers, data mining tools or the like) other than the software and/or search agents

provided by us or other generally available third-party web browsers;

(f) Send any unsolicited or unauthorized advertising, promotional materials, email, junk mail,

spam, chain letters or other form of solicitation;

(g) Use any meta tags or other hidden text or metadata utilizing a Roster Athletics trademark,

logo URL or product name without our express written consent;

(h) Use the Services or Content, or any portion thereof, for any commercial purpose or for the

benefit of any third party or in any manner not permitted by these Terms;

(i) Interfere with, or attempt to interfere with, the access of any user, host or network,

including, without limitation, sending a virus, overloading, flooding, spamming, or mail-

bombing the Services;

(j) Collect or store any personally identifiable information from the Services from other users of

the Services without their express permission;

(k) Impersonate or misrepresent your affiliation with any person or entity;

(l) Violate any applicable law or regulation; or

(m) Encourage or enable any other individual to do any of the foregoing.

Although we’re not obligated to monitor access to or use of the Services or Content or to

review or edit any Content, we have the right to do so for the purpose of operating the

Services, to ensure compliance with these Terms and to comply with applicable law or other

legal requirements. We reserve the right, but are not obligated, to remove or disable access to

any Content, at any time and without notice, including, but not limited to, if we, at our sole

discretion, consider any Content to be objectionable or in violation of these Terms. We have

the right to investigate violations of these Terms or conduct that affects the Services. We may

also consult and cooperate with law enforcement authorities to prosecute users who violate

the law.

9. DMCA/Copyright Policy. Roster Athletics respects copyright law and expects its users to do

the same. It is our policy to terminate in appropriate circumstances Account holders who

repeatedly infringe or are believed to be repeatedly infringing the rights of copyright holders.

Please see our Copyright Policy, for further information.

10. Links to Third Party Websites or Resources. The Services (including the App) may contain

links to third-party websites or resources. We provide these links only as a convenience and are

not responsible for the content, products or services on or available from those websites or

resources or links displayed on such websites. You acknowledge sole responsibility for and

assume all risk arising from, your use of any third-party websites or resources.

11. Termination. We may terminate your access to and use of the Services, at our sole

discretion, at any time and without notice to you. You may cancel your Account at any time by

sending an email to us at support@rosterathletics.com. Upon any termination, discontinuation

or cancellation of the Services or your Account, the following Sections will survive: 6(a), 6(b),

6(c), 12, 14, 15, 16, and 17.

12. Warranty Disclaimers. THE SERVICES AND CONTENT ARE PROVIDED “AS IS,” WITHOUT

WARRANTY OF ANY KIND. WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ANY

IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET

ENJOYMENT AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF

DEALING OR USAGE OF TRADE. We make no warranty that the Services will meet your

requirements or be available on an uninterrupted, secure, or error-free basis. We make no

warranty regarding the quality, accuracy, timeliness, truthfulness, completeness or reliability of

any Content.

13. Indemnity. You will indemnify and hold harmless Roster Athletics and its officers, directors,

employees and agents, from and against any claims, disputes, demands, liabilities, damages,

losses, and costs and expenses, including, without limitation, reasonable legal and accounting

fees arising out of or in any way connected with (i) your access to or use of the Services or

Content, (ii) your User Content, or (iii) your violation of these Terms.

14. Limitation of Liability.

(a) NEITHER ROSTER ATHLETICS NOR ANY THIRD PARTY INVOLVED IN CREATING, PRODUCING,

OR DELIVERING THE SERVICES OR CONTENT WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL,

EXEMPLARY OR CONSEQUENTIAL DAMAGES, OR DAMAGES FOR LOST PROFITS, LOST

REVENUES, LOST SAVINGS, LOST BUSINESS OPPORTUNITY, LOSS OF DATA OR GOODWILL,

SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF

SUBSTITUTE SERVICES OF ANY KIND ARISING OUT OF OR IN CONNECTION WITH THESE TERMS

OR FROM THE USE OF OR INABILITY TO USE THE SERVICES OR CONTENT, WHETHER BASED ON

WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER

LEGAL THEORY, AND WHETHER OR NOT ROSTER ATHLETICS OR ANY OTHER PARTY HAS BEEN

INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH

HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT

ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL

DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

(b) IN NO EVENT WILL ROSTER ATHLETICS’ TOTAL LIABILITY ARISING OUT OF OR IN

CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES

OR CONTENT EXCEED THE AMOUNTS YOU HAVE PAID TO ROSTER ATHLETICS FOR USE OF THE

SERVICES OR CONTENT OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY

PAYMENT OBLIGATIONS TO ROSTER ATHLETICS, AS APPLICABLE.

ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN ROSTER ATHLETICS AND YOU.

15. Governing Law and Forum Choice. These Terms and any action related thereto will be

governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of

New York without regard to its conflict of laws provisions. Except as otherwise expressly set

forth in Section 16 “Dispute Resolution,” the exclusive jurisdiction for all Disputes (defined

below) that you and Roster Athletics are not required to arbitrate will be the state and federal

courts located in the [the Southern District of New York] and you and Roster Athletics each

waive any objection to jurisdiction and venue in such courts.

16. Dispute Resolution.

(a) Mandatory Arbitration of Disputes. We each agree that any dispute, claim or controversy

arising out of or relating to these Terms or the breach, termination, enforcement,

interpretation or validity thereof or the use of the Services or Content (collectively, “Disputes”)

will be resolved solely by binding, individual arbitration and not in a class, representative or

consolidated action or proceeding. You and Roster Athletics agree that the U.S. Federal

Arbitration Act governs the interpretation and enforcement of these Terms, and that you and

Roster Athletics are each waiving the right to a trial by jury or to participate in a class action.

This arbitration provision shall survive termination of these Terms.

(b) Exceptions and Opt-out. As limited exceptions to Section 16(a) above: (i) you may seek to

resolve a Dispute in small claims court if it qualifies; and (ii) we each retain the right to seek

injunctive or other equitable relief from a court to prevent (or enjoin) the infringement or

misappropriation of our intellectual property rights. In addition, you will retain the right to opt

out of arbitration entirely and litigate any Dispute if you provide us with written notice of your

desire to do so by email at or by regular mail at 322 W 57th Street, No. 47M, New York, NY

10019, U.S.A. within thirty (30) days following the date you first agree to these Terms.

American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (the “AAA

Rules”) then in effect, except as modified by these Terms. The AAA Rules are available at or by

calling 1-800-778-7879. A party who wishes to start arbitration must submit a written Demand

for Arbitration to AAA and give notice to the other party as specified in the AAA Rules. The AAA

provides a form Demand for Arbitration at www.adr.org.

If your claim is for U.S. $10,000 or less, you may choose whether the arbitration will be

conducted solely on the basis of documents submitted to the arbitrator, through a telephonic

or video-conference hearing, or by an in-person hearing as established by the AAA Rules. If your

claim exceeds U.S. $10,000, the right to a hearing will be determined by the AAA Rules. Any

arbitration hearings will take place in the county (or parish) where you live, unless we both

agree to a different location. The parties agree that the arbitrator shall have exclusive authority

to decide all issues relating to the interpretation, applicability, enforceability and scope of this

arbitration agreement.

(d) Arbitration Costs. Payment of all filing, administration and arbitrator fees will be governed

by the AAA Rules. We’ll pay for all filing, administration and arbitrator fees and expenses if your

Dispute is for less than $10,000, unless the arbitrator finds your Dispute frivolous. If we prevail

in arbitration we’ll pay all of our attorneys’ fees and costs and won’t seek to recover them from

you. If you prevail in arbitration you will be entitled to an award of attorneys’ fees and

expenses to the extent provided under applicable law.

(e) Class Action Waiver. YOU AND ROSTER ATHLETICS AGREE THAT EACH 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 OR REPRESENTATIVE PROCEEDING. Further, if the

parties’ dispute is resolved through arbitration, the arbitrator may not consolidate another

person's claims with your claims, and may not otherwise preside over any form of a

representative or class proceeding. If this specific provision is found to be unenforceable, then

the entirety of this Dispute Resolution section shall be null and void.

(f) Effect of Changes on Arbitration. Notwithstanding the provisions of Section 3 “Changes to

Terms or Services” above, if we change any of the terms of this Section 16 “Dispute Resolution”

after the date you first accepted these Terms (or accepted any subsequent changes to these

Terms), you may reject any such change by sending us written notice (including by email to

privacy@rosterathletics.com) within 30 days of the date such change became effective, as

indicated in the “Last Updated” date above or in the date of our email to you notifying you of

such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute

between you and us in accordance with the terms of this Section 17 “Dispute Resolution” as of

the date you first accepted these Terms (or accepted any subsequent changes to these Terms).

(g) Severability. With the exception of any of the provisions in Section 16(e) of these Terms

("Class Action Waiver"), if an arbitrator or court of competent jurisdiction decides that any part

of these Terms is invalid or unenforceable, the other parts of these Terms will still apply.

17. General Terms.

(a) Entire Agreement. These Terms constitute the entire and exclusive understanding and

agreement between Roster Athletics and you regarding the Services and Content, and these

Terms supersede and replace any and all prior oral or written understandings or agreements

between Roster Athletics and you regarding the Services and Content. If any provision of these

Terms is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that

provision will be enforced to the maximum extent permissible and the other provisions of these

Terms will remain in full force and effect. You may not assign or transfer these Terms, by

operation of law or otherwise, without our prior written consent. Any attempt by you to assign

or transfer these Terms, without such consent, will be null and void. We may freely assign or

transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and

inure to the benefit of the parties, their successors and permitted assigns.

(b) Notices. Any notices or other communications provided by us under these Terms, including

those regarding modifications to these Terms, will be given: (i) via email; or (ii) by posting to the

Services. For notices made by e-mail, the date of receipt will be deemed the date on which such

notice is transmitted.

considered a waiver of such right or provision. The waiver of any such right or provision will be

effective only if in writing and signed by a duly authorized representative of Roster Athletics.

Except as expressly set forth in these Terms, the exercise by either party of any of its remedies

under these Terms will be without prejudice to its other remedies under these Terms or

otherwise.

18. Contact Information. If you have any questions about these Terms or the Services, please

New York, NY 10019, U.S.A..