FITGMR TERMS OF SERVICE

Last Updated: September 30, 2021

Welcome, and thank you for your interest in FITGMR Inc. (“FITGMR,” “we,” or “us”) and our website at www.FITGMR.gg, along with our related websites (including the Team Portal), hosted and mobile applications, and other services provided by us (collectively, the “Service”). These Terms of Service are a legally binding contract between you and FITGMR regarding your use of the Service.

PLEASE READ THE FOLLOWING TERMS CAREFULLY:

BY DOWNLOADING, INSTALLING, OR OTHERWISE ACCESSING OR USING THE SERVICE, YOU AGREE THAT YOU HAVE READ AND UNDERSTOOD, AND, AS A CONDITION TO YOUR USE OF THE SERVICE, YOU AGREE TO BE BOUND BY, THE FOLLOWING TERMS AND CONDITIONS, INCLUDING OUR PRIVACY POLICY (TOGETHER, THESE “TERMS”). IF YOU ARE NOT ELIGIBLE, OR DO NOT AGREE TO THE TERMS, THEN YOU DO NOT HAVE OUR PERMISSION TO USE THE SERVICE. YOUR USE OF THE SERVICE, AND FITGMR’S PROVISION OF THE SERVICE TO YOU, CONSTITUTES AN AGREEMENT BY FITGMR AND BY YOU TO BE BOUND BY THESE TERMS OF SERVICE.

ARBITRATION NOTICE. Except for certain kinds of disputes described in Section 17, you agree that disputes arising under these Terms will be resolved by binding, individual arbitration, and BY ACCEPTING THESE TERMS, YOU AND FITGMR ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN ANY CLASS ACTION OR REPRESENTATIVE PROCEEDING. YOU AGREE TO GIVE UP YOUR RIGHT TO GO TO COURT to assert or defend your rights under this contract (except for matters that may be taken to small claims court). Your rights will be determined by a NEUTRAL ARBITRATOR and NOT a judge or jury. (See SecEon 17.)

1. FITGMR Service Overview. FITGMR offers a platform that helps traditional and esports athletes (“Athletes”) optimize their performance. The Service makes available various fitness and wellness tools that are intended to empower users to track their own habits and behavior through education and user-driven analytic tools for users to improve their training goals and performance. FITGMR uses user-input information and responses to questions in five different areas (Sleep, Physical Maintenance, Nutrition, Mental Conditioning, and Lifestyle) to calculate a score between 0 and 100. Users set their own goals or target scores, and the score is provided for general informational purpose only to help users track their progress toward their own fitness, lifestyle or general wellness goals. Athletes may use the Service on an individual basis, or as part of a “team” organized by the general manager or coach of that team (each, a “Team”). The general manager or coach of a Team will have access to a web portal (the “Team Portal”) which makes available certain data and other information from its Athletes’ Accounts to help the Team better manage and train its Athletes.

2. Eligibility.

2.1. Age. If you are a user accessing or using the Service, you represent and warrant to us that:

(a) You are at least 13 years old; or

(b) If you are between 13 and 17 years old, your parent or legal guardian has reviewed and discussed these Terms with you, agreed to these Terms on your behalf, set up your account for you, and supervises your use of the Service.

2.2.  Parents or Legal Guardians. If you are a parent or legal guardian of a child under the age of 18 who would like to access and use the Service, you, on your own behalf and your child’s behalf, agree to these Terms and to supervise your child’s use of the Service, and acknowledge that your child’s use of the Service will be subject to these Terms.

2.3.  In General. Additionally, you represent and warrant to us that: (a) you have not previously been suspended or removed from the Service; and (b) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. Access to the Service from countries or territories or by individuals where such access is illegal is prohibited. If you are an entity, organization, or company, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms.

3. Accounts and Registration.

3.1.  In General. To access most features of the Service, you must register for an account. When you register for an account, you may be required to provide us with some information about yourself, such as your email address and other contact information. You agree that the information you provide to us is accurate, complete, and not misleading, and that you will keep it accurate and up to date at all times. When you register, you will be asked to create a password. You are solely responsible for maintaining the confidentiality of your account and password, and you accept responsibility for all activities that occur under your account. If you believe that your account is no longer secure, then you should immediately notify us at support@fitgmr.gg.

3.2.  Teams. Subject to these Terms, Team coaches and managers can set up a team account on the Team Portal on the Service (“Team Account”). To set up a Team Account, you may be required to provide us with certain information, including, as applicable, your name, your Team’s name, your email address, your Team’s email address, your Team’s roster, and the email addresses associated with the Accounts of each Athlete on your Team’s roster. If you provide any information to us about any third party (such as an Athlete or the parent or legal guardian of an Athlete), you represent and warrant that you have the authorization or permission to provide that information and to authorize us to use that information for the purposes that information is provided for. You may invite Athletes with valid Athlete Accounts to be linked with your Team Account, and if the Athletes accept such invitation, those Athletes and their Athlete Accounts will become associated with your Team Account (each Athlete while associated with your Team Account, “your Athlete”). You may use the Team Portal to add or remove Athlete Accounts, and to view any available data or other information resulting from the use of the Service by your Athletes.

3.3.  Athletes. An Athlete must have an “Athlete Account” (each Team Account or Athlete Account, an “BU”) to use the Service. To do so, you may be required to provide us with name, email, and other contact information. If you receive an invitation to be linked with a Team Account and you accept that invitation, your Account will be linked with the Team Account and you agree to share, and for us to share on your behalf, any data or information associated with your Account with your Team. If your Athlete Account is released from a Team Account for any reason and these Terms have not otherwise been terminated, then you may continue using certain portions of the Service subject to these Terms (including Section 4.4). If you are an Athlete under the age of 18, your parent or legal guardian must set up your Athlete Account and agree to these Terms on your behalf.

4. General Payment Terms. Certain features of the Service may require you to pay fees. Before you pay any fees, you will have an opportunity to review and accept the fees that you will be charged. All fees are in U.S. Dollars and are non-refundable unless otherwise specifically provided for in these Terms.

4.1.  Price. FITGMR reserves the right to determine pricing for the Service. FITGMR will make reasonable efforts to keep pricing information published on the Service up to date. We encourage you to check our pricing page periodically for current pricing information. FITGMR may change the fees for any feature of the Service, including additional fees or charges, if FITGMR gives you advance notice of changes before they apply to you. FITGMR, at its sole discretion, may make promotional offers with different features and different pricing to any of FITGMR’s customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.

4.2.  Authorization. You authorize FITGMR to charge all sums for the orders that you make and any level of Service you select as described in these Terms or published by FITGMR, including all applicable taxes, to the payment method specified in your account. If you pay any fees with a credit card, then FITGMR may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase.

4.3.  Subscription Service. TBD

4.4.  Free Trials. TBD

4.5.  Teams & Athletes. Pricing may differ for each type of user of the Service, such as Teams and Athletes. If your Athlete Account is linked with a Team Account, your fees may be waived depending on our agreement with your Team. However, when your Athlete Account is disassociated with a Team Account, you may be required to pay fees for continued use of the Service.

4.6.  Delinquent Accounts. FITGMR may suspend or terminate access to the Service, including fee- based portions of the Service, for any account for which any amount is due but unpaid. In addition to the amount due for the Service, a delinquent account will be charged with fees or charges that are incidental to any chargeback or collection of any the unpaid amount, including collection fees. If your payment method is no longer valid at the time a renewal Subscription Fee is due, then FITGMR reserves the right to delete your account and any information or User Content (defined below) associated with your account without any liability to you.

5. Licenses

5.1. Limited License. Subject to your complete and ongoing compliance with these Terms, FITGMR grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non- transferable, non-sublicensable, revocable license to: (a) install and use one object code copy of any mobile or other downloadable application associated with the Service (whether installed by you or pre-installed on your mobile device by the device manufacturer or a wireless telephone provider) on a mobile device that you own or control; and (b) access and use the Service.

5.2.  License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, publicly perform, or create derivative works of the Service; (b) make modifications to the Service; or (c) interfere with or circumvent any feature of the Service, including, but not limited to, any security or access control mechanism. If you are prohibited under applicable law from using the Service, then you may not use it.

5.3.  Feedback. We respect and appreciate the thoughts and comments from our users If you choose to provide input and suggestions regarding existing functionalities, problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant FITGMR an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right and license to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services. We will have no obligation to provide you with attribution for any Feedback you provide to us.

5.4.  Your Data. The Service may ask you to provide certain health and wellness information about yourself, and may also allow you to import into your Account certain health and wellness information from third-party applications on your device (such as your Apple Health app) (“Your Health and Wellness Data”). If you choose to do so, you grant us a non-exclusive, transferable, royalty-free, and sublicensable license to collect, access, use, reproduce, and distribute Your Health and Wellness Data for the purposes described in our Privacy Policy. Between you and FITGMR, you otherwise retain all rights in Your Health Data.

6. Ownership; Proprietary Rights. The Service is owned and operated by FITGMR. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service provided by FITGMR (“Materials”) are protected by intellectual property and other laws. All Materials included in the Service are the property of FITGMR or its third-party licensors. Except as expressly authorized by FITGMR, you may not make use of the Materials. There are no implied licenses in these Terms and FITGMR reserves all rights to the Materials not granted expressly in these Terms.

7. Third-Party Terms

7.1.  Third-Party Services and Linked Websites. FITGMR may provide tools through the Service that enable you to export information, including User Content, to third-party services. By using one of these tools, you hereby authorize that FITGMR to transfer that information to the applicable third-party service. Third-party services are not under FITGMR’s control, and, to the fullest extent permitted by law, FITGMR is not responsible for any third-party service’s use of your exported information. The Service may also contain links to third-party websites. Linked websites are not under FITGMR’s control, and FITGMR is not responsible for their content. Please be sure to review the terms of use and privacy policy of any third-party services before you share any User Content or information with such third-party services. Once sharing occurs, FITGMR will have no control over the information that has been shared.

7.2.  Third-Party Software. The Service may include or incorporate third-party software components that are generally available free of charge under licenses granting recipients broad rights to copy, modify, and distribute those components (“Third-Party Components”). Although the Service is provided to you subject to these Terms, nothing in these Terms prevents, restricts, or is intended to prevent or restrict you from obtaining Third-Party Components under the applicable third-party licenses or to limit your use of Third-Party Components under those third-party licenses.

8. User Content

8.1.  User Content Generally. Certain features of the Service may permit users to submit, upload, publish, or otherwise transmit (“Post”) content to the Service, including messages, reviews, photos, video or audio (including sound or voice recordings and musical recordings embodied in the video or audio), images, folders, data, text, and any other works of authorship or other works (“User Content”). You retain any copyright and other proprietary rights that you may hold in the User Content that you Post to the Service, subject to the licenses granted in these Terms.

8.2.  Limited License Grant to FITGMR. By Posting User Content to or via the Service, you grant FITGMR a worldwide, non-exclusive, irrevocable, royalty-free, fully paid right and license (with the right to sublicense through multiple tiers) to host, store, transfer, publicly display, publicly perform (including by means of a digital audio transmission), communicate to the public, reproduce, modify for the purpose of formatting for display, create derivative works as authorized in these Terms, and distribute your User Content, in whole or in part, in any media formats and through any media channels, in each instance whether now known or hereafter developed. You agree to pay all monies owing to any person or entity resulting from Posting your User Content and from FITGMR’s exercise of the license set forth in this Section.

8.3.  Limited License Grant to Other Users. By Posting User Content to or via the Service and making it available to other users of the Service, you grant those users a non-exclusive license to access and use that User Content as permitted by these Terms and the functionality of the Service.

8.4.  You Must Have Rights to the Content You Post; User Content Representations and Warranties. You must not Post User Content if you are not the owner of or are not fully authorized to grant rights in all of the elements of that User Content, including in all ambient music and underlying musical works embodied in any sound recording. FITGMR disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant to us that:

(a)  you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize FITGMR and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by FITGMR, the Service, and these Terms;

(b)  your User Content, and the Posting or other use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, misappropriate, or otherwise breach any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property, contract, or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause FITGMR to violate any law or regulation or require us to obtain any further licenses from or pay any royalties, fees, compensation or other amounts or provide any attribution to any third parties; and

(c) your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.

8.5.  User Content Disclaimer. We are under no obligation to edit or control User Content that you or other users Post and will not be in any way responsible or liable for User Content. FITGMR may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms, is alleged to violate the rights of third parties, or is otherwise objectionable. You understand that, when using the Service, you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against FITGMR with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, FITGMR does not permit infringing activities on the Service.

8.6.  Monitoring Content. FITGMR does not control and does not have any obligation to monitor: (a) User Content; (b) any content made available by third parties; or (c) the use of the Service by its users. You acknowledge and agree that FITGMR reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Service for operational and other purposes. If at any time FITGMR chooses to monitor the content, then FITGMR still assumes no responsibility or liability for content or any loss or damage incurred as a result of the use of content. During monitoring, information may be examined, recorded, copied, and used in accordance with our Privacy Policy (defined below). FITGMR may block, filter, mute, remove or disable access to any User Content uploaded to or transmitted through the Service without any liability to the user who Posted such User Content to the Service or to any other users of the Service.

9. Communications

9.1.  Push Notifications. When you install our app on your mobile device, you agree to receive push notifications, which are messages an app sends you on your mobile device when you are not in the app. You can turn off notifications by visiting your mobile device’s “settings” page.

9.2.  Email. We may send you emails concerning our products and services, as well as those of third parties. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.

10. Prohibited Conduct. YOU AGREE NOT TO:

10.1.  use the Service for any illegal purpose or in violation of any local, state, national, or international law;

10.2.  harass, threaten, demean, embarrass, bully, or otherwise harm any other user of the Service;

10.3.  violate, encourage others to violate, or provide instructions on how to violate, any right of a third party, including by infringing or misappropriating any third-party intellectual property right;

10.4.  access, search, or otherwise use any portion of the Service through the use of any engine, software, tool, agent, device, or mechanism (including spiders, robots, crawlers, and data mining tools) other than the software or search agents provided by FITGMR;

10.5.  interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use, printing or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law;

10.6.  interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service;

10.7.  perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation or identify, accessing any other Service account without permission;

10.8.  sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 6) or any right or ability to view, access, or use any Materials; or

10.9.  attempt to do any of the acts described in this Section 10 or assist or permit any person in engaging in any of the acts described in this Section 10.

11. Intellectual Property Rights Protection

11.1.  Respect of Third Party Rights. FITGMR respects the intellectual property rights of others, takes the protection of intellectual property rights very seriously, and asks users of the Service to do the same. Infringing activity will not be tolerated on or through the Service.

11.2.  DMCA Notification. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. § 512, as amended). If you have an intellectual property rights-related complaint about any material on the Service, you may contact our Designated Agent at the following address:

FITGMR Inc.

Attn: Legal Department (IP Notification)

29500 Heathercliff Road, Space 202, Malibu, CA 90265, United States Email: ip-infringement@fitgmr.gg or copyright@fitmgr.gg

11.3.  Procedure for Reporting Claimed Infringement. If you believe that any content made available on or through the Service has been used or exploited in a manner that infringes an intellectual property right you own or control, then please promptly send a written “Notification of Claimed Infringement” to the Designated Agent identified above containing the following information:

(a) an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed;

(b)  a description of the copyrighted work or other intellectual property right that you claim has been infringed;

(c)  a description of the material that you claim is infringing and where it is located on the Service;

(d)  your address, telephone number, and email address;

(e)  a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright or other intellectual property right owner, its agent, or the law; and

(f)  a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or other intellectual property right owner or authorized to act on the copyright or intellectual property owner’s behalf.

Your Notification of Claimed Infringement may be shared by FITGMR with the user alleged to have infringed a right you own or control as well as with the operators of publicly available databases that track notifications of claimed infringement, and you consent to FITGMR making such disclosures. You should consult with your own lawyer or see 17 U.S.C. § 512 to confirm your obligations to provide a valid notice of claimed infringement.

11.4. Repeat Infringers. FITGMR’s policy is to: (a) remove or disable access to material that FITGMR believes in good faith, upon notice from an intellectual property rights owner or authorized agent, is infringing the intellectual property rights of a third party by being made available through the Service; and (b) in appropriate circumstances, to terminate the accounts of and block access to the Service by any user who repeatedly or egregiously infringes other people’s copyright or other intellectual property rights. FITGMR will terminate the accounts of users that are determined by FITGMR to be repeat infringers. FITGMR reserves the right, however, to suspend or terminate accounts of users in our sole discretion.

11.5. Counter Notification. If you receive a notification from FITGMR that material made available by you on or through the Service has been the subject of a Notification of Claimed Infringement, then you will have the right to provide FITGMR with what is called a “Counter Notification.” To be effective, a Counter Notification must be in writing, provided to FITGMR’s Designated Agent through one of the methods identified in Section 11.2, and include substantially the following information:

(a)  your physical or electronic signature;

(b)  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;

(c)  a statement 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; and

(d)  your name, address, and telephone number, and a statement that you consent to the jurisdiction of Federal District Court for the judicial district in which the address is located, or if you are residing outside of the United States, then for any judicial district in which FITGMR may be found, and that you will accept service of process from the person who provided notification under Section 11.2 above or an agent of that person.

A party submitting a Counter Notification should consult a lawyer or see 17 U.S.C. § 512 to confirm the party’s obligations to provide a valid counter notification under the Copyright Act.

11.6. Reposting of Content Subject to a Counter Notification. If you submit a Counter Notification to FITGMR in response to a Notification of Claimed Infringement, then FITGMR will promptly provide the person who provided the Notification of Claimed Infringement with a copy of your Counter Notification and inform that person that FITGMR will replace the removed User Content or cease disabling access to it in 10 business days, and FITGMR will replace the removed User Content and cease disabling access to it not less than 10, nor more than 14, business days following receipt of the Counter Notification, unless FITGMR’s Designated Agent receives notice from the party that submitted the Notification of Claimed Infringement that such person has filed an action seeking a court order to restrain the user from engaging in infringing activity relating to the material on FITGMR’s system or network.

11.7. False Notifications of Claimed Infringement or Counter Notifications. The Copyright Act provides at 17 U.S.C. § 512(f) that: “[a]ny person who knowingly materially misrepresents under [Section 512 of the Copyright Act (17 U.S.C. § 512)] (1) that material or activity is infringing, or (2) that material or activity was removed or disabled by mistake or misidentification, will be liable for any damages, including costs and attorneys’ fees, incurred by the alleged infringer, by any copyright owner or copyright owner’s authorized licensee, or by a service provider, who is injured by such misrepresentation, as the result of [FITGMR] relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing, or in replacing the removed material or ceasing to disable access to it.” FITGMR reserves the right to seek damages from any party that submits a Notification of Claimed Infringement or Counter Notification in violation of the law.

12. Modification of Terms. We may, from time to time, change these Terms. Please check these Terms periodically for changes. Revisions will be effective immediately except that, for existing users, material revisions will be effective 30 days after posting or notice to you of the revisions unless otherwise stated. If a change to these Terms materially modifies your rights or obligations, we may require that you accept the modified Terms in order to continue to use the Service. If you do not agree to the modified Terms, then you should discontinue your use of the Service. Except as expressly permitted in this Section 12, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms.

13. Term, Termination, and Modification of the Service

13.1. Term. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and ending when terminated as described in Section 13.2.

13.2. Termination. If you violate any provision of these Terms, then your authorization to access the Service and these Terms automatically terminate. In addition, FITGMR may, at its sole discretion, terminate these Terms or your account on the Service, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice, and without any liability to you arising from such termination. You may terminate your account and these Terms at any time by contacting customer service at TOS@fitgmr.gg.

13.3. Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your account or the Service; (c) you must pay FITGMR any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination and Sections 5.3, 6, 8, 13.3, 14, 15, 16, 17, and 18 will survive. You are solely responsible for retaining copies of any User Content you Post to the Service since upon termination of your account, you may lose access rights to any User Content you Posted to the Service. If your account has been terminated for a breach of these Terms, then you are prohibited from creating a new account on the Service using a different name, email address or other forms of account verification.

13.4. Modification of the Service. FITGMR reserves the right to modify or discontinue all or any portion of the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. FITGMR will have no liability for any change to the Service, including any paid-for functionalities of the Service, or any suspension or termination of your access to or use of the Service. However, if we discontinue any Subscription Service in the middle of a Subscription Period without replacing it with a materially comparable offering, we will refund to you any Subscription Fees prepaid by you for that discontinued Subscription Service for the remaining portion of the Subscription Period. You should retain copies of any User Content you Post to the Service so that you have permanent copies in the event the Service is modified in such a way that you lose access to User Content you Posted to the Service.

14. Indemnity. To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify FITGMR, its affiliates and their respective shareholders, directors, managers, members, officers, employees, consultants, and agents (together, the “FITGMR Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third-party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; or (d) any dispute or issue between you and any third party. If you are a Team, you will also defend and indemnify the FITGMR EnEEes against any third-party claim and any related liability, damage, loss, and expense, including attorneys’ fees and costs, arising out of or connected with the failure to comply with these Terms or unauthorized use of the Service by your Athletes. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.

15. Disclaimers; No Warranties by FITGMR

15.1. THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. FITGMR DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AVAILABLE THROUGH THE SERVICE, INCLUDING: (a) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (b) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. FITGMR DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE, OR ANY MATERIALS OR CONTENT OFFERED THROUGH THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND FITGMR DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. WE DO NOT GUARANTEE THAT USING THE SERVICE WILL PRODUCE ANY PARTICULAR RESULT, INCLUDING ANY IMPROVEMENT IN YOUR, YOUR ATHLETE, OR YOUR TEAM’S PERFORMANCE.

15.2.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR FITGMR ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE FITGMR ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE DO NOT GUARANTEE ANY IMPROVEMENT IN YOUR PERFORMANCE, OR ANY OTHER SPECIFIC RESULT. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE (INCLUDING ANY INJURY YOU MAY SUFFER OR ILLNESS YOU MAY CONTRACT WHILE USING THE SERVICE) AND YOUR DEALING WITH ANY OTHER USER OF THE SERVICE. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF DATA, INCLUDING USER CONTENT. YOU UNDERSTAND THAT THE FITNESS PROGRAMS OR CLASSES MADE AVAILABLE ON OR VIA THE SERVICE HAVE INHERENT RISKS AND MAY INVOLVE STRENUOUS PHYSICAL ACTIVITIES. YOUR PARTICIPATION IN ANY FITNESS PROGRAMS OR CLASSES IS VOLUNTARY AND AT YOUR OWN RISK, AND YOU ASSUME FULL RESPONSIBILITY FOR ANY AND ALL RISKS YOU EXPOSE YOURSELF TO WITH SUCH PARTICIPATION, WHICH MAY INCLUDE BODILY INJURY. YOU HEREBY RELEASE FITGMR ENTITIES FROM ANY AND ALL LIABILITY ARISING FROM OR RELATING TO ANY BODILY INJURY SUSTAINED IN CONNECTION WITH YOUR USE OF THE SERVICE.

15.3.  The Service and all materials and content available through the Service are intended for general informational purposes only. FITGMR, or its Service, uses user-input information and responses to questions in five different areas (Sleep, Physical Maintenance, Nutrition, Mental Conditioning, and Lifestyle) to calculate a score between 0 and 100. Users set their own goals or target scores, and the score is provided for general informational purpose only to help users track their progress toward their own fitness, lifestyle or general wellness goals. Along with other user-input data, the Service, including any scores provided therein, empowers you with information so you can make your own nutritional, physical fitness, and lifestyle decisions. The Service does not provide any recommendations to alter or to change any prescribed treatment or therapy. The score is not an indicator of your fitness level or health status or condition. Information provided by Service does not constitute medical advice and should not be relied upon for any medical, therapeutic, diagnostic, or clinical purposes. How you use the information or any scores provided by the Service is entirely up to you. You should always consult with a healthcare professional before you begin or change any diet or exercise program. If you have any medical condition that you believe could be affected by your use of the Service, consult with your physician prior to using the Service.

You should always seek the advice of a healthcare professional with any questions you may have regarding your health or medical condition. You should never delay obtaining medical advice or disregard any medical advice because of your use of the Service, or something you have read or have not read on the Service. We do not warrant the accuracy, completeness or usefulness of any information or content provided through the Service. No information contained on the Service is intended to diagnose, treat, prevent, cure or mitigate a disease or health condition. You acknowledge and agree that none of the information or content provided through the Service has the ability to diagnose, treat, prescribe, or perform any task that constitutes the practice of medicine or medical advice. Any reliance you place on such information is strictly at your own risk. We assume no responsibility for any consequences relating directly or indirectly to any action or inaction you may take based upon your use of the Service or the information provided through the Service.

15.4. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION 15 APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. FITGMR does not disclaim any warranty or other right that FITGMR is prohibited from disclaiming under applicable law.

16. Limitation of Liability

16.1.  TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE FITGMR ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY FITGMR ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.

16.2.  EXCEPT AS PROVIDED IN SECTIONS 17.5 AND 17.6 AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE FITGMR ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (a) THE AMOUNT YOU HAVE PAID TO FITGMR FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO THE CLAIM AND (b) US$100.

16.3.  EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 16 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

17. Dispute Resolution and Arbitration

17.1. Generally. In the interest of resolving disputes between you and FITGMR in the most expedient and cost effective manner, and except as described in Section 17.2 and 17.3, you and FITGMR agree that every dispute arising in connection with these Terms, the Service, and communications from us will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, the Service, or any communications to or from us, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND FITGMR ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

17.2.  Exceptions. Despite the provisions of Section 17.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.

17.3.  Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 17 within 30 days after the date that you agree to these Terms by sending a letter to FITGMR Inc., Attention: Legal Department – Arbitration Opt-Out, 29500 Heathercliff Road, Space 202, Malibu, CA 90265, United States, that specifies: your full legal name, the email address associated with your Account, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once FITGMR receives your Opt-Out Notice, this

Section 17 will be void and any action arising out of these Terms will be resolved as set forth in Section 18.2. The remaining provisions of these Terms will not be affected by your Opt-Out Notice.

17.4.  Arbitrator. Any arbitration between you and FITGMR will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at +1-800-778-7879, or by contacting FITGMR. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.

17.5.  Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). FITGMR’s address for Notice is: FITGMR Inc., 29500 Heathercliff Road, Space 202, Malibu, CA 90265, United States. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or FITGMR may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or FITGMR must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by FITGMR in settlement of the dispute prior to the award, FITGMR will pay to you the higher of: (a) the amount awarded by the arbitrator and (b) US$10,000.

17.6.  Fees. If you commence arbitration in accordance with these Terms, FITGMR will reimburse you for your payment of the filing fee, unless your claim is for more than US$10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in the county and state of your residence, but if the claim is for US$10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your residence. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b)), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse FITGMR for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.

17.7. No Class Actions. YOU AND FITGMR 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, unless both you and FITGMR agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.

17.8. Modifications to this Arbitration Provision. If FITGMR makes any future change to this arbitration provision, other than a change to FITGMR’s address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to FITGMR’s address for Notice of Arbitration, in which case your account with FITGMR will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.

17.9. Enforceability. If Section 17.7 or the entirety of this Section 17 is found to be unenforceable, or if FITGMR receives an Opt-Out Notice from you, then the entirety of this Section 17 will be null and void and, in that case, the exclusive jurisdiction and venue described in Section 18.2 will govern any action arising out of or related to these Terms.

18. Miscellaneous

18.1. General Terms. These Terms, including the Privacy Policy and any other agreements expressly incorporated by reference into these Terms, are the entire and exclusive understanding and agreement between you and FITGMR regarding your use of the Service. You may not assign or transfer these Terms or your rights under these Terms, in whole or in part, by operation of law or otherwise, without our prior written consent. We may assign these Terms and all rights granted under these Terms, including with respect to your User Content, at any time without notice or consent. The failure to require performance of any provision will not affect our right to require performance at any other time after that, nor will a waiver by us of any breach or default of these Terms, or any provision of these Terms, be a waiver of any subsequent breach or default or a waiver of the provision itself. Use of Section headers in these Terms is for convenience only and will not have any impact on the interpretation of any provision. Throughout these Terms the use of the word “including” means “including but not limited to.” If any part of these Terms is held to be invalid or unenforceable, then the unenforceable part will be given effect to the greatest extent possible, and the remaining parts will remain in full force and effect.

18.2.  Governing Law. These Terms are governed by the laws of the State of California without regard to conflict of law principles. You and FITGMR submit to the personal and exclusive jurisdiction of the state courts and federal courts located within Los Angeles County, California for resolution of any lawsuit or court proceeding permitted under these Terms. We operate the Service from our offices in California, and we make no representation that Materials included in the Service are appropriate or available for use in other locations.

18.3.  Privacy Policy. Please read our Privacy Policy (the “Privacy Policy”) carefully for information relating to our collection, use, storage, and disclosure of your personal information. The Privacy Policy is incorporated by this reference into, and made a part of, these Terms.

18.4.  Additional Terms. Your use of the Service is subject to all additional terms, policies, rules, or guidelines applicable to the Service or certain features of the Service that we may post on or link to from the Service (the “Additional Terms”). All Additional Terms are incorporated by this reference into, and made a part of, these Terms.

18.5.  Consent to Electronic Communications. By using the Service, you consent to receiving certain electronic communications from us as further described in our Privacy Policy. Please read our Privacy Policy to learn more about our electronic communications practices. You agree that any notices, agreements, disclosures, or other communications that we send to you electronically will satisfy any legal communication requirements, including that those communications be in writing.

18.6.  Contact Information. The Service is offered by FITGMR Inc., located at 29500 Heathercliff Road, Space 202, Malibu, CA 90265, United States. You may contact us by sending correspondence to that address or by emailing us at support@fitgmr.gg.

18.7.  Notice to California Residents. If you are a California resident, then under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at +1-800-952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.

18.8.  No Support. We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies.

19. Notice Regarding Apple. This Section 19 only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and FITGMR only, not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the content of it. Apple has no obligation to furnish any maintenance and support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple, and Apple will refund any applicable purchase price for the mobile application to you. To the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (1) product liability claims; (2) any claim that the Service fails to conform to any applicable legal or regulatory requirement; or (3) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement, and discharge of any third-party claim that the Service and/or your possession and use of the Service infringe a third party’s intellectual property rights. You agree to comply with any applicable third-party terms when using the Service. Apple and Apple’s subsidiaries are third-party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary of these Terms. You hereby represent and warrant that: (a) 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 (b) you are not listed on any U.S. Government list of prohibited or restricted parties.

FITGMR Terms & Conditions - Bootcamps & Leagues

FITGMR Terms and Conditions

FITGMR Bootcamps and FITGMR League

Terms and Conditions

1. Introduction.

a. This FITGMR Bootcamps and FITGMR League Terms & Conditions Agreement (the “Agreement”) is a legal document that explains your rights and obligations as a participant in the FITGMR Performance Training program (“FPT”) and/or FITGMR League program (the “League”, and collectively with FPT, the “Program”) and governs your participation in the Program. In the event the individual participating (“Participants”) in the Program is under eighteen (18) years of age, any reference to “you” and/or “your” shall include references to the child as well as their applicable parents/guardian(s) whose name appears on the Program application. You must be at least thirteen (13) years old, and a resident of the United States or Canada to participate in the Program. For participants who resident in Canada or Mexico, the program will be administered in accordance with those jurisdictions’ applicable laws.

b. FPT is a place for people to meet other people who are esports fans, play games with each other, and learn how to encourage, support, and respectfully engage with others. FPT organizes team and player coaching for members.

c. The League is intended to provide an amateur League of Legends and Valorant tournament structure where approximately twenty to eighty (20-80) teams will compete, and each team will be assigned a FITGMR-certified coach. Participants in the Program will be selected in FITGMR’s sole and absolute discretion. Participants will be divided into teams in FITGMR’s sole and absolute discretion. The schedule of Program (the “Schedule”) will be included in separate Program documentation; generally, the Program Schedule will include one (1), three (3) hour block of practice and coaching each week, and five (4) weeks of regular season competition, and two (3) week of playoffs. Notwithstanding the foregoing, any Program Schedule is subject to change in FITGMR’s sole and absolute discretion. The number of Participants who can participate in the Program may be limited; FITGMR shall determine the number of Participants for each Program in its sole and absolute discretion. The League Official Rules, including any updates, amendments or supplements, codify the rules and standards of conduct that will apply as a condition to participation in League.

d. FITGMR shall provide you with specific information and rules corresponding to the Program you register for (the “Rules”). For more details about the Program, or if you have any questions, please contact info@fitgmr.gg (“Contact”). The Contact may be changed by FITGMR in its sole discretion.

e. The Program is operated by FITGMR INC. (“FITGMR”) and may involve use of FITGMR’s website. FITGMR’s Privacy Policy can be found at https://fitgmr.gg/privacy-policy-9-29-2021/ (“Privacy Policy”).

f. Anyone who participates in the Program agrees to comply with this Agreement, the Privacy Policy, the Rules, the Program Schedule, and other reasonable instructions from FITGMR.

g. To the extent that you use third-party websites and/or applications to access and/or participate in the Program (e.g., Discord, email), you shall comply with all terms and conditions, privacy policies, and other applicable rules related to said websites and/or applications. FITGMR is not responsible for monitoring or ensuring your, or any third party’s, compliance with such terms and rules. You are wholly liable for your use of such websites and applications.

2. Term.

a. The term of this Agreement (the “Term“) commences on the day FITGMR notifies you that you have been accepted into the Program. The Term will end on the latest of (i) one (1) year after the date of your agreement to this Agreement; (ii) when you turn eighteen (18); or (iii) when you leave the Discord Community (defined below), unless you or FITGMR decide to end the Term earlier.

b. You can end the Term earlier by notifying the Contact by email; the Term shall end as soon as FITGMR receives your email and deactivates your account, which FITGMR agrees to do as soon as it reasonably can. FITGMR can end the Term earlier by notifying you or your parents, as applicable, by email.

c. Program Duration. The Program may take place for a limited amount of time, as communicated to you by FITGMR in any Rules (the “Program Duration”). The Program Duration shall not materially affect the Term as set forth in Section 2(a). The Program Duration shall be determined in FITGMR’s sole discretion and may be subject to change.

d. Termination. In the even you violate this Agreement, the Privacy Policy, the Rules, the Program Schedule, and other reasonable instructions from FITGMR, FITGMR reserves the right to terminate you participation in the applicable Program, immediately upon written (emails shall suffice) notice to you.

3. Consideration.

a. Consideration. In consideration for the covenants and promises made by you in this Agreement and in connection with the Program, including those made under this Agreement, FITGMR provides you with access to the Program. You acknowledge and agree that by participating in the Program, you will receive access to information and education to which you otherwise are not entitled. You acknowledge the sufficiency of such consideration.

b. Payments Owed. You are not entitled to any financial compensation or equipment from FITGMR. You are required to pay FITGMR a nonrefundable flat fee as detailed in the Rules, for your participation in the Program (the “Payment”). For the avoidance of doubt, each Program may have a different Payment amount required. The applicable Payment amount for the Program will be communicated to you by FITGMR in the Rules, as well as the method(s) through which you can complete the Payment. Your participation in the Program is expressly conditioned on you paying the full Payment to FITGMR. FITGMR reserved the right to cap Participants of the Program and may, in FITGMR’s sole and absolute discretion, place prospective Participants on a waitlist for the Program.

c. Refund Policy. You acknowledge and agree that the Payment is non-refundable. In the event FITGMR, in its sole and absolute discretion, does not grant you access to the Program or place you on a waitlist for the Program after you submitted Payment, FITGMR may remit Payment to you, in the event you do not actually participate in the Program.

d. Meet and Greets. FITGMR may host meet-and-greets or other in-person events during the Term. FITGMR is not responsible for any costs or expenses associated with your attendance.

e. Products. Subject to applicable laws, you may receive certain products as a result of your participation in the Program (“Products”). Products that you receive are not subject to returns or exchanges. FITGMR reserves the right to limit the quantities of any Products that we offer. FITGMR reserves the right to discontinue any Product at any time. You are not guaranteed to receive any Products as a result of participation in the Program. Products you receive shall be delivered on an “AS IS” basis.

f. Discord. You may be invited to join the applicable Program Discord server during the duration of the Program. After the Program, you may be invited to join the community Discord Server (the “Community Discord”), which shall include other alumni from the Program. Program Discord server and Community Discord rules must be followed at all times. These applicable rules will be available to you by FITGMR.

e. Training Grounds Referral Program. FITGMR may invite you to participate in its Training Grounds Referral Program (the “Referral Program”). Nothing herein guarantees you the right to participate in the Referral Program; Participants will be selected to participate in the Referral Program in FITGMR’s sole and absolute discretion. The Referral Program is governed by separate eligibility rules and other terms and conditions found here: https://traininggrounds.gg/referral-terms-and-conditions/

4. Your Duties and Responsibilities.

a. In order to access and use the Program, you may be given a one-time use invitation provided to you by FITGMR, and use a password protected account that you create. You will take reasonable measures to safeguard all account passwords, invitations, and log-in information. You are responsible for all activity performed by and under your applicable account(s) in connection with the Program, whether authorized by you or not.

b. You agree not to use the Program to:

• violate any local, state, national or international law or regulation;

• transmit any material that is abusive, harassing, tortious, defamatory, vulgar, pornographic, obscene, libelous, invasive of another’s privacy, hateful or racially, ethnically or otherwise objectionable;

• stalk, harass, bully, or harm another individual

• violate any applicable code(s) of conduct;

• engage in any malicious purpose;

• transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation;

• knowingly transmit any material that contains adware, malware, spyware, software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

• modify, circumvent or interfere with any security feature of, the Program or applicable website/application, or attempt to do so;

• sublicense, distribute or otherwise transfer the licenses for any “Content” (defined below);

• impersonate any person or entity, or otherwise misrepresent your affiliation with a person or entity, or to distribute false, misleading, or fraudulent information;

• reverse engineer, decompile, disassemble or otherwise attempt to discover the source code of the applicable website/application or any part thereof, except and only to the extent that such activity is expressly permitted by applicable law notwithstanding this limitation;

• modify, adapt, translate or create derivative works based upon the website or any part thereof, except and only to the extent expressly permitted by FITGMR herein or to the extent the foregoing restriction is expressly prohibited by applicable law;

• interfere with or disrupt the Program, applicable website(s), application(s) or servers or networks connected thereto, or disobey any requirements, procedures, policies or regulations of networks connected thereto; or

• alter or modify any content or component of the Program or applicable website(s) or applications, other than as expressly permitted.

5. Intellectual Property.

You acknowledge that, as between you and FITGMR, FITGMR owns all right, title, and interest in and to the Program. Except to the extent set forth herein, (a) FITGMR does not grant to you any license, express or implied, to FITGMR’s Content, Marks (the “Intellectual Property Rights”) and (b) nothing in the Agreement or the performance thereof, or that might otherwise be implied by law, will operate to grant either party any right, title or interest, implied or otherwise, in or to the Intellectual Property Rights of the other party. FITGMR, on behalf of itself and its licensors, expressly reserves all Intellectual Property Rights not expressly granted hereunder. The Program may include materials that are or may be found to be in the public domain under applicable laws. FITGMR makes no representation or claim of copyright ownership to any such materials.

The Program may contain links to third-party websites, or utilize third-party applicable, and other Internet resources that are not owned or controlled by FITGMR (“Third-Party Materials”). FITGMR’s provision of a link to any Third-Party Materials is for your convenience only and does not signify FITGMR’s endorsement of such other website or resource or its contents. FITGMR shall have no responsibility or liability for any content, information, software, materials or practices of any third-party materials including any product or service advertised or offered by a third-party through the curriculum or any linked website or featured in any advertising. For the avoidance of doubt FITGMR shall utilize the third-party Battlefy.com to help operate the League; FITGMR shall have no responsibility or liability for any content, information, software, materials or practices of Battlefy.com, including any product or services offered by Battlefy.com as a result of the operation of the League.

To the extent you play any game in connection with the Program, you acknowledge that you are responsible for obtaining and maintaining any and all licenses to play said game. You further represent and warrant that you shall comply with any and all terms of conditions of said license, as well as the applicable code of conduct codified by the applicable publisher or developer with respect to said game.

You expressly acknowledge and agree that FITGMR may photograph, record, digitally enhance or recreate, and otherwise capture footage of you, your name, likeness, streams, your gameplay, gamer tag, voice, conversations (including telephonic) and any sounds (collectively the “Footage”) during and in connection with the Program, and you grant FITGMR the non-exclusive, sub-licensable right in perpetuity throughout the world to broadcast and use the Footage (including, without limitation, your name, likeness, streams, your gameplay, gamer tag, voice, conversations (including telephonic) and any sounds as it appears in the Footage) in connection with the Program. In consideration for your appearance in and in connection with the Program, and without any further consideration from FITGMR at any time, FITGMR will own all copyrights and other rights in and to the Footage and the Program and FITGMR will be the sole and exclusive owner thereof. You acknowledge and agree that the FITGMR shall be entitled to use, publish, and exploit all rights associated with the Footage in connection with the Program in perpetuity. To the extent the Footage or the Program do not vest in the FITGMR or are retained by you, you hereby irrevocably grant and assign to FITGMR, and FITGMR shall own as the FITGMR’s sole and absolute property for any and all purposes and uses whatsoever, exclusively and perpetually throughout the universe, all rights of every kind or nature, whether now known or hereafter devised, in and to the Footage, and the Program. The rights granted herein include without limitation the right to edit, delete, dub and/or fictionalize the Footage and the Program as Company sees fit. For the avoidance of doubt, you expressly agree that the rights included in this section include the right for FITGMR to broadcast the Footage and the Program on third-party streaming platforms, such as Discord or Twitch.

6. Information Ownership and Accuracy.

a. User Submissions.

The content in the Program, other than “User Submissions” (defined below), including, without limitation, videos, clips, photos, text, software, scripts, graphics, sounds, music, interactive features and the like (collectively, the “Content”) and the “FITGMR” word marks and the related design mark(s), as well as certain other of the names, logos and materials displayed on or through the Program that constitute trademarks, tradenames, service marks or logos associated with FITGMR and/or the FITGMR brand (collectively, the “Marks”) are owned by FITGMR or its licensors and are subject to copyright, trademark and other intellectual property rights under U.S. and international laws. Except as expressly authorized by these terms or as otherwise expressly authorized by FITGMR through the Program, you agree not to copy, download, stream, capture, archive, upload, publish, broadcast, sell, resell, modify, translate, decompile, disassemble, reverse engineer or exploit for any purposes the Program or any portion of the Program, including, without limitation, the Content and the Marks. The Program is provided for your personal, non-commercial use only. You must abide by all copyright notices, trademark notices, information, and restrictions contained in or associated with any Content. You must not remove, alter, interfere with, or circumvent any copyright, trademark or other proprietary notices marked on the Content or any digital rights management mechanism, device, or other content protection or access control measure associated with the Content.

The Program may enable you, among other things, to post and share comments, photos, messages and other content (collectively, the “User Submissions”). Such User Submissions will generally be available to all participants in the Program. When you provide FITGMR with a User Submission, you grant to FITGMR and its subsidiaries, affiliates, partners, representatives, and their successors and assigns, a non-exclusive, fully-paid, royalty-free, transferable, worldwide license, with the right to grant sublicenses through multiple tiers of sublicensees, to display, publicly perform, distribute (including, without limitation, through third-party websites), store, transcode, broadcast, transmit, reproduce, edit, modify, create derivative works and otherwise use and reuse your User Submissions (or any portions or derivative works thereof) in any manner, in any medium now known or hereinafter created, in perpetuity, for any purpose. You acknowledge and agree that you have no expectation of compensation of any nature with respect to any User Submissions and that you shall not receive any compensation for any User Submissions. You acknowledge and agree that you have no expectation of confidentiality of any nature with respect to any User Submissions. Because of the viral nature of social media, you should not submit any content to the Program that you do not want to be viewed by others. FITGMR reserves the right to display advertisements in connection with, and/or based upon, your User Submissions and otherwise in connection with the Program.

You represent and warrant that: (a) you own all rights in your User Submissions or, alternatively, you have acquired all necessary permissions and rights in your User Submissions to enable you to grant to FITGMR the rights in your User Submissions described herein; and (b) your User Submissions do not infringe the copyright, trademark, patent or other intellectual property rights, privacy rights, publicity rights or any other legal or moral rights of any third-party.

FITGMR disclaims any and all liability in connection with any and all User Submissions, and you agree to waive any legal or equitable rights or remedies you may have against FITGMR with respect to such User Submissions.

b. Feedback. You agree that FITGMR and its affiliates are free to use for any purpose whatsoever, ideas, know-how, concepts, techniques, comments, criticisms, reports, or other feedback (collectively, “Feedback”), whether oral, written or video/multimedia, that you may voice about the Program including Feedback that you or your parents, as applicable, send to FITGMR and/or FITGMR’s affiliates. You acknowledge and agree that you have no expectation of compensation or confidentiality of any nature, and that FITGMR has no duties to you (including any duty to compensate you for your Feedback), with respect to such Feedback.

c. No Guarantee of Accuracy/Completeness. FITGMR is not responsible for the accuracy or completeness of information distributed in the Program.

7. Privacy.

a. You are instructed to not submit any personal identifying information (e.g., legal name, address) (“Personal Information”) to FITGMR via the applicable program website(s) or program applications over which FITGMR has control (with the sole exception of providing the necessary contact information for you (and/or your parent/guardian, as applicable) to the extent required to submit your application to FITGMR). Subject to the foregoing exception, do not disclose any Personal Information while using any applicable website(s) or applications over which FITGMR has control. In the event you submit such Personal Information to FITGMR via the applicable website(s) or applications over which FITGMR has control, and FITGMR becomes aware of such submission, FITGMR will use commercially reasonable efforts to comply with all applicable laws regarding the collection, use and disclosure of Personal Information. You shall reasonably cooperate with FITGMR’s specific requests as necessary to facilitate such compliance.

b. In the event you submit Personal Information to FITGMR by any means, you (and your parent/guardian, if you are under eighteen (18) have the right to request that FITGMR delete or destroy such information from its records; to do so, please email FITGMR and reasonably cooperate with FITGMR’s efforts to delete or destroy the applicable information. FITGMR will not disclose any Personal Information to any third-party without your parent/guardian’s consent, if you are under 18, or your consent, if you are over 18.

c. In the event you submit Personal Information to anyone in connection with the Program via Discord (e.g., other Program participants) or other similar applications, and desire to delete that communication, please use the “Edit” and/or “Delete” features available to you in Discord and/or the similar applications, refer to the applicable terms of service or privacy policy, and/or contact the developer or owner of Discord or other applicable application with further questions on the process to do so. FITGMR is not liable for the effectiveness of those features.

8. Confidentiality & Non-Disparagement.

You shall not, either during or subsequent to the Term of this Agreement, directly or indirectly divulge the “Confidential Information” (defined below), nor will you disclose the Confidential Information to anyone other than an employee, contractor or agent of FITGMR or use the Confidential Information in any way, other than in performing this Agreement. Confidential Information means proprietary and confidential business, strategic, and competitive information of FITGMR, its subsidiaries, or its affiliates, as well as all information and materials disclosed (whether in oral, written, or other tangible or intangible form, including but not limited to skype messages, texts, and voice communications) by FITGMR, including the contents of the Program (the “Confidential Information”).

You will take such steps as may be reasonably necessary to prevent the Confidential Information from being disclosed or made available to others. Confidential Information includes, without limitation, any information regarding FITGMR’s trade secrets, inventions, know-how, financial status, strategic plans, internal communications, in-game strategies or tactics, marketing plans, methods, designs, pricing and clients, products, services, vendors, employees, policies or practices, FITGMR’s strategies, tactics, and competitive data, or any other information which is not generally known to the trade or to the public. The Confidential Information shall not be disclosed by you to any other persons. This restriction shall not apply to any of the following information: (i) information that is known to you prior to the disclosure by FITGMR; (ii) information that has become publicly known through no wrongful act of you; (iii) information that has been rightfully received from a third-party without restriction on disclosure and without breach of this Agreement; (iv) information that has been approved for release by written authorization of the FITGMR; or (v) information that has been furnished by FITGMR to a third-party without a similar restriction on disclosure.

You agree that you will not, privately or publicly, disparage, or make derogatory, pejorative or offensive remarks about FITGMR, the Program, or any person or entity affiliated with any of the foregoing. Notwithstanding the foregoing, in the event you truthfully answer questions posed by any governmental agency or the like (including without limitation, truthfully testifying or answering questions under oath), the same shall not be deemed a breach of this Agreement. The terms and conditions of this section shall survive the termination or expiration of this Agreement for a period of five (5) years.

9. Indemnification.

You agree to indemnify FITGMR, FITGMR’s subsidiaries, parent companies, successors, licensees and assignees, and the employees, shareholders, partners, officers, attorneys and agents thereof, harmless from and against any and all third-party losses, costs (including without limitation reasonable attorneys’ fees), liabilities, damages and claims of any nature arising from any breach or alleged breach by you of this Agreement, any representation or warranty made by you under this Agreement, or if your actions or statements cause FITGMR to be sued by a third-party.

10. Disclaimer of Warranties and Limitation of Liability.

a. EXCEPT FOR THE EXPRESS REPRESENTATIONS AND WARRANTIES MADE BY THE PARTIES IN THIS AGREEMENT AND TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NO PARTY HERETO MAKES ANY REPRESENTATIONS OR WARRANTIES. EXCEPT AS EXPRESSLY SET FORTH HEREIN, THE PROGRAM IS MADE AVAILABLE TO YOU “AS IS”. TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY EXPRESSLY DISCLAIMS ANY AND ALL OTHER REPRESENTATIONS AND WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, NON-INFRINGEMENT, TITLE OR IMPLIED WARRANTIES ARISING FROM COURSE OF DEALING OR COURSE OF PERFORMANCE. WITHOUT LIMITATION OF THE FOREGOING, FITGMR WILL HAVE NO LIABILITY FOR ANY: (A) ERRORS, MISTAKES, OR INACCURACIES OF ANY INFORMATION OR DATA; (B) ANY UNAUTHORIZED ACCESS TO OR USE OF THE PROGRAM; (C) ANY INTERRUPTION OF TRANSMISSION TO OR FROM THE PROGRAM; (D) ANY BUGS, VIRUSES, WORMS, TROJAN HORSES, CODES OF A DESTRUCTIVE NATURE, OR THE LIKE WHICH MAY BE TRANSMITTED ON OR THROUGH THE PROGRAM BY ANY THIRD-PARTY; OR (E) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY INFORMATION OR DATA POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE ON OR THROUGH THE PROGRAM.

FURTHERMORE, THE PRODUCTS ARE PROVIDED TO YOU ON AN “AS IS” BASIS, BY USING THE PRODUCTS YOU SPECIFICALLY ACKNOWLEDGE AND WAIVE ANY CLAIM FOR FRUSTRATION OF PURPOSE, MUTUAL MISTAKE, UNILATERAL MISTAKE IMPOSSIBILITY, AND YOU FURTHER ACKNOWLEDGE AND ACCEPT THE PRODUCT WITH ALL FAULTS AND WITHOUT ANY WARRANTIES, REPRESENTATIONS OR GUARANTEES EITHER EXPRESS OR IMPLIED OF ANY KIND NATURE OR TYPE WHATSOEVER.

b. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, FITGMR WILL HAVE NO LIABILITY FOR ANY INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE OR CONSEQUENTIAL DAMAGES (INCLUDING AS A RESULT OF ANY DELAY IN RENDERING SERVICE, LOSS OF DATA, LOSS OF USE OR THE INDIRECT LOSS OF PROFIT OR REVENUE) ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, HOWEVER CAUSED, AND UNDER WHATEVER CAUSE OF ACTION OR THEORY OF LIABILITY BROUGHT (INCLUDING UNDER ANY CONTRACT, NEGLIGENCE OR OTHER TORT THEORY OF LIABILITY) EVEN IF SUCH PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

c. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL FITGMR’S LIABILITY FOR ANY CLAIM ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT (WHEN AGGREGATED WITH FITGMR’S LIABILITY FOR ALL OTHER CLAIMS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT) EXCEED FIVE HUNDRED DOLLARS ($500).

d. You release, acquit and forever discharge, to the fullest extent permitted by applicable law, FITGMR and FITGMR’s affiliates from and against any and all charges, complaints, actions, suits, proceedings, hearings, investigations, claims and demands arising on or before the effective date of this Agreement.

e. During the Program, you may be provided with links to third-party websites and/or services. FITGMR is not responsible for examining or evaluating the content or accuracy of such websites and/or services. You will not hold FITGMR liable for anything arising out of or in relation to such third-party websites and/or services including your use thereof.

12. Additional Waivers.

a. To the full extent permitted under the law, you, your personal representatives, successors and assigns, hereby assume all risk of injury or damages to your person or property, including death, while voluntarily choosing to be involved in the photography, video and/or audio sessions related to the Agreement, and any activities contemplated by this Agreement and/or the Program. You release FITGMR, and each of their representatives, agents, employees, officers, directors, shareholders, landlords and lessors from and against any claim, demand, suit, judgment, cost or fees, including reasonable attorneys’ fees, damages, or other liabilities relating to or arising out of activities connected with this Agreement and the Program.

b. You further acknowledge and agree that FITGMR shall not be liable to you or applicable third-party, for statements, communications, and other acts made or performed by other participants in the Program. FITGMR shall have no responsibility to monitor and/or control, or other liability related to, the statements, communications, and/or acts of other Program participants.

13. Applicable Law. This Agreement shall be governed by the laws of New Hampshire applicable to agreements made in and wholly performed in that jurisdiction, and you submit and consent to the jurisdiction and venue of courts present in that jurisdiction in any action brought to enforce, or otherwise relating to, this agreement.

14. Survival of Terms. Those provisions of this Agreement that by their nature are intended to survive termination or expiration of this Agreement shall so survive.

15. Miscellaneous Terms.

a. Independent Contractors. It is the intention of FITGMR and you that FITGMR and you are, and will be deemed to be, independent contractors with respect to the subject matter of the Agreement and Program, and nothing contained in the Agreement and/or Program will be deemed or construed in any manner whatsoever as creating any partnership, joint venture, employment, agency, fiduciary or other similar relationship between FITGMR and you.

b. Notices. All notices in accordance with the Agreement and/or Program shall be given in writing, in the English language, and shall be deemed given when personally delivered, when sent by email, or three days after being sent by prepaid certified or registered FedEx to the address last provided to the other. FITGMR may provide you with notice by posting the applicable information to the applicable website and/or application used in connection with the Program, in writing.

c. Entire Agreement. This Agreement and all exhibits hereto constitute the entire agreement between the Parties concerning the subject matter hereof and supersedes all prior and/or contemporaneous written or oral agreements and understandings pertaining hereto. Its enforceability is not dependent on the enforceability or effectiveness of any other agreement, document or understanding.

d. Miscellaneous. The headings of the several sections in this Agreement are inserted solely for the convenience of the parties and are not a part of and are not intended to govern, limit or aid in the construction of any term or provision hereof. Neither this Agreement nor any uncertainty or ambiguity in this Agreement shall be construed against any party hereto, whether under any rule of construction or otherwise. Each party to this Agreement has cooperated in the drafting, negotiation and preparation of this Agreement. Hence, in any construction to be made of this Agreement, including but not limited to with respect to any uncertainties or ambiguities, the same shall not be construed against either party to this Agreement on the grounds of it being the drafting party or otherwise.

e. Amendments by FITGMR. This Agreement may at any time be amended unilaterally by FITGMR in its sole discretion. In the event of such unilateral amendment, you will be notified by email or otherwise in writing. Your continued use of the Program will constitute your acceptance of the amended terms. If you do not agree to the amendments or any of the terms in this Agreement, your only remedy is to cease use of the Program and, where applicable, cancel your account.

f. Severability. If any portion of this Agreement is held by a court of competent jurisdiction to be invalid for any reason, the remainder of this Agreement shall not be deemed invalid but shall remain in full force and effect and shall be enforced to the fullest extent permitted by law.

g. No Legal Advice. You acknowledge and agree that FITGMR does not provide, nor is anything in this Agreement, the Program, or any other information provided to you by FITGMR, legal advice. All materials and information made available to you are for reference purposes only.

h. Age Minimum. The Program is not permitted for children under 13 years of age. If your child is under 13 years of age, do not use the Program. By using the Program, you affirm that you are the applicable age of majority in your jurisdiction of residence or older, or that you have obtained the consent of your parent or legal guardian to use the Program or that you are an emancipated minor, as applicable. If you are a parent or guardian agreeing to the terms for the benefit of a child 13 or older, then you agree to and accept full responsibility and legal liability for that child’s use of the Program and in accordance with this Agreement and agree that you will monitor your child’s use of the Program and consent thereto.

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For Training Grounds Customers Only

TERMS OF SERVICE AND USER AGREEMENT

This website for the “Training Grounds Program” (defined below), and the Training Grounds Program, is operated by FITGMR INC. (“FITGMR”). Throughout this site (which includes other pages hereon), the terms “we”, “us” and “our” refer to FITGMR. FITGMR provides its for-purchase membership educational service (the “Training Grounds Program”) to eligible users subject to the terms, conditions, and policies listed here. The Training Grounds Program includes, but is not limited to, this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

By visiting our site and/or registering in the Training Grounds Program, and/or using the features offered in the Training Grounds Program (including receipt of “Products” (defined below)), you engage in our “Service(s)” and acknowledge to have read and agree to be bound by the following terms and conditions stated in these Terms of Service and User Agreement (“Terms of Service”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink, and including the FITGMR Privacy Policy available at https://fitgmr.gg/privacy-policy-9-29-2021/ (“Privacy Policy”), and any updates thereto, all of which are incorporated in its entirety herein by this reference. These Terms of Service apply to all users of this site and the Training Grounds Program, including without limitation users who are browsers, registrants, vendors, customers, merchants, and/or contributors of content.

“Products” shall refer to any tangible or digital goods offered to users in connection with the Training Grounds Program. Please read these Terms of Service carefully before accessing or using the Training Grounds Program. If you do not agree to all the terms and conditions of this Terms of Services, then you may not access the Training Grounds Program or use any Service. By accessing, using, or otherwise participating in the Training Grounds Program, you hereby accept the terms and condition of the Terms of Service.

Any new features or tools which are added to the Training Grounds Program shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website at our discretion with or without notice to you. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website, the Training Grounds Program, and/or the Service following the update to these Terms of Service shall constitute acceptance of such update. 

In accessing our Services, FITGMR will never discriminate against you on the basis of race, color, nationality, gender identity, sexual orientation, religious affiliation, veteran status, or any other protected characteristic.

TABLE OF CONTENTS

TRAINING GROUNDS PROGRAM MEMBERSHIP ELIGIBILITY

MEMBERSHIP FEE BILLING AND PAYMENTS

MEMBERSHIP BENEFITS

USE OF DISCORD SERVER

MODIFICATIONS TO THE SERVICE AND PRICES

REGISTRATION FOR CERTAIN SERVICES

PRODUCTS OR SERVICES

PROHIBITED CONTENT AND ACTIVITIES

ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION

INTELLECTUAL PROPERTY

OPTIONAL TOOLS

THIRD-PARTY LINKS

USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS

ERRORS, INACCURACIES AND OMISSIONS

DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

INDEMNIFICATION

SEVERABILITY

TERMINATION

ENTIRE AGREEMENT

GOVERNING LAW

CHANGES TO TERMS OF SERVICE

CONTACT INFORMATION/DMCA NOTIFICATION

TRAINING GROUNDS PROGRAM MEMBERSHIP ELIGIBILITY

By agreeing to these Terms of Service, you represent that you are either (i) the age of majority in your state and have the legal authority to enter into a binding legal agreement or (ii) are under the legal age of majority but at least thirteen (13) years of age and have your parent/guardian’s consent to participate in the Training Grounds Program. For clarity, individuals who do not satisfy the foregoing minimum are prohibited from participating in the Training Grounds Program and/or using the Service. You further agree that you are a resident of the United States or Canada. Eligibility to participate in the Training Grounds Program is currently available only to residents of the United States and Canada that meet the age requirements set forth above. This notwithstanding, FITGMR has the right to expand eligibility to residents of other jurisdictions and/or other individuals at any time in its sole discretion.

For each “Subscription Period” (defined below), and subject to availability as stated herein, eligible users shall be permitted to register to purchase a Training Grounds Program membership for the purchase price (the “Membership Fee”) and on the terms as are further stated in the registration materials on this site and at the point of sale (collectively, “Registration”). The “Subscription Period” shall be identified by FITGMR at the point-of-sale and/or viewable in your account.

Only those users with valid memberships (which includes, without limitation, compliance with payment of the Membership Fee) (“Training Grounds Members”), shall be eligible to receive the “Membership Benefits” stated in the MEMBERSHIP BENEFITS section below during the applicable Subscription Period.

MEMBERSHIP FEE BILLING AND PAYMENTS

The Membership Fee shall be calculated as a one-time flat fee for the Subscription Period. For clarity, your information will be shared with our third party payment processor and related vendors in accordance with our Privacy Policy. FITGMR may, but is not obligated to, offer the option for users to pay the Membership Fee in installments; such installments may be facilitated by third parties that are identified during Registration (“Installment Payment Provider”), subject to any regional limitations imposed by FITGMR or Installment Payment Provider in their sole discretion. By opting to utilize any such installment option, you are expressly consenting to the terms of the terms of service, privacy policy, and other similar policies required by the applicable Installment Payment Provider, and you will be deemed to have read, acknowledge, and accepted each of those policies (which may be available on the Installment Payment Provider’s primary website). You acknowledge and agree that FITGMR has no control over such third party terms and/or policies, that said service is offered entirely as a convenience to you, and that FITGMR is not liable for any claims, causes of action, damages, or other liabilities related to your use of the applicable Installment Payment Provider’s service and/or caused by that Installment Payment Provider.

In the event a multi-installment Membership Fee payment plan is offered directly by FITGMR without the facilitation by a third party, and you opt to utilize such a plan, it is your responsibility to provide FITGMR with up-to-date payment information so that payments are not interrupted.

In the event you fail to make any timely Membership Fee payment (including any instance in which your previously provided payment information cannot be successfully processed by FITGMR for any reason, and/or in any event you fail to pay an installment due to Installment Payment Provider) FITGMR has the right to immediately suspend and/or terminate your Training Grounds Program membership in its sole discretion. You will remain liable to pay the Membership Fee payment(s) agreed to by you at the time of Registration.

Notwithstanding anything to the contrary, the applicable payment processes and/or payment processors may vary from jurisdiction to jurisdiction.

PRODUCTS OR SERVICES

Certain Products or Services may be made available exclusively through the Training Grounds Program. Products or Services that you receive through the Training Grounds Program are not eligible for returns or exchanges (except as expressly permitted in the MEMBERSHIP BENEFITS Section of these Terms of Service). We reserve the right, but are not obligated, to limit the availability of our Products or Services to any person, geographic region or jurisdiction. We reserve the right to limit the quantities of any Products or Services that we offer. All descriptions of Products or Services are subject to change at any time without notice, at the sole discretion of us. We reserve the right to discontinue or restrict your access to any Product or Service at any time. Any offer for any Product or Service made on this site is void where prohibited.

Any Products or Services that are identified as exclusive to Training Grounds Members may be designated by FITGMR as non-exclusive at the end of the Subscription Period.

THE PRODUCTS AND/OR SERVICES ARE PROVIDED ON AN “AS IS” BASIS, AND BY USING THE PRODUCTS AND/OR SERVICES YOU SPECIFICALLY ACKNOWLEDGE AND WAIVE ANY CLAIM FOR FRUSTRATION OF PURPOSE, MUTUAL MISTAKE, UNILATERAL MISTAKE, AND IMPOSSIBILITY, AND YOU FURTHER ACKNOWLEDGE AND ACCEPT THE PRODUCTS AND SERVICES WITH ALL FAULTS AND WITHOUT ANY WARRANTIES, REPRESENTATIONS OR GUARANTEES EITHER EXPRESS OR IMPLIED OF ANY KIND NATURE OR TYPE WHATSOEVER, TO THE EXTENT PERMITTED BY LAW.

Billing and Payment. The price of the Products (and/or Services) may be listed in U.S Dollars ($) (USD) or whatever other currency FITGMR decides to use.

Sales Tax. For certain purchases made, FITGMR is required to collect sales tax (including any applicable VAT tax). In states or regions that impose sales or use tax, a purchase is subject to tax unless specifically exempt. The purchaser is responsible for any applicable taxes not collected by FITGMR, and certain states require purchasers to file a sales/use tax return reporting taxable purchases for which tax was not collected by FITGMR and to pay such tax. For details, see the website of, or otherwise contact, the applicable taxing authority. If any sales tax will be collected by FITGMR in connection with a purchase, that amount will be shown either prior to the completion of any purchase or reflected in the final confirmation of that purchase. All other tax liability will be borne by you.

MEMBERSHIP BENEFITS

Training Grounds Members in good standing will be eligible to receive the following benefits during their Subscription Period, provided they are in good standing at the time the benefit is generally made available to Training Grounds Members (the “Membership Benefits”). For the avoidance of doubt, a Training Grounds Member who has failed to timely pay any portion for their Membership Fee, or who has breached any of these Terms, is not in good standing and will not receive any of these benefits. FITGMR shall determine if Training Grounds Members are in good standing in its sole and absolute discretion. The Membership Benefits provided to each Training Grounds Member are non-transferable, non-sublicensable and are subject to the limitations herein.

Training Grounds Program will sell one paid member tiers, “Pro”. This tier comes with its own unique set of Member Benefits. Each different Training Grounds Program membership option may cost different Membership Fees, and, as a result, Training Grounds Members in different membership tiers and types may receive different Membership Benefits, as determined by FITGMR in its sole and absolute discretion.

Training Grounds Program will offer benefits for each tier and type of membership as determined by FITGMR in its sole and absolute discretion. Membership Benefits will be detailed on the Training Ground Program Website (found here). Membership Benefits are subject to change at any time in FITGMR’s sole and absolute discretion. In the event the Membership Benefits materially change, FITGMR shall provide you with clear and conspicuous notice and the option to cancel your Training Grounds Program membership. You are not guaranteed to receive any Membership Benefits; for the avoidance of doubt, nothing herein obligates FITGMR to provide you with any specific Membership Benefits except as specifically set forth herein.

Digital Membership Benefits

Pro tier Training Grounds Members will be added to the FITGMR’s Training Grounds Discord server and receive exclusive, Members-only access to game training content channels. Content channels offer live classes and events each week related to Training Grounds core business of developing esports players. FITGMR may modify, replace, or otherwise change the Membership Benefits offered digitally during the Subscription Period, such as those stated in this section, in its sole and absolute discretion.

USE OF DISCORD SERVER

After your creation of a user account you may be granted access to the Training Grounds Discord server. You agree to maintain reasonable standards of cordiality, and refrain from posting anything obscene or infringing on the Training Grounds Discord server. You further agree to follow the FITGMR Training Grounds Discord Server “Code of Conduct”, which can be found here, and may be updated from time to time by FITGMR, in its sole and absolute discretion. FITGMR reserves the right to remove you from the Discord server at any time for violation(s) of the FITGMR Training Grounds Discord Server Code of Conduct, or for any other reason.

MODIFICATIONS TO THE SERVICE AND PRICES

Prices and/or policies for paying the Membership Fee are subject to change by FITGMR without notice provided, however, that you will not be required to pay any Membership Fee to FITGMR for the Training Grounds Membership you purchase at the point-of-sale above and beyond that which you are notified in advance of such charge and expressly agreeing thereto. For the avoidance of doubt, Membership Fees may change during your Subscription Period, but you will be notified with clear and conspicuous notice of any Membership Fee change that affects your Membership Fee, required to affirmatively consent to continue your membership, and given an option to terminate your Training Grounds Program membership if you do not agree to pay the changed Membership Fee (see the Termination section herein). By continuing your use of the Training Grounds Program after receiving notification of any Membership Fee changes, you are agreeing to remit payment of the Membership Fee at the changed Membership Fee rate. We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third-party for any modification, suspension or discontinuance of the Service.

Training Grounds Program memberships may automatically renew, as determined by FITGMR, and will be clearly and conspicuously communicated to you when you register for the Training Ground Program. In the event the length of the initial term of your Training Grounds Program membership is one (1) year or longer, FITGMR shall provide notice to you at least fifteen (15) days and not more than forty five (45) days before your Training Grounds Program membership automatically renews.

We have the option, but not the obligation, to use reasonable means to verify the accuracy of information submitted by you in connection with your use of the Training Grounds Program, as determined by us in our sole discretion.

REGISTRATION FOR CERTAIN SERVICES

You may be asked to register for certain additional activities in connection with the Services. When you register or provide any information in connection with the Services, you agree to provide accurate, current, and complete information about yourself as requested or directed and to promptly update this information to maintain its accuracy. FITGMR has the right to suspend or terminate any account or other registration and to refuse any and all current or future use if it suspects that such information is inaccurate or incomplete. You are responsible for maintaining the confidentiality of any password and username that you are given or select, and you are responsible for all activities—known or unknown by you—that occur under your password or account     .

PROHIBITED CONTENT AND ACTIVITIES

You may not use our Service for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction or in the state of New Hampshire. For example, you may not:

Impersonate any person or falsely state or otherwise misrepresent your credentials, or affiliation with any person.

Transmit any worms or viruses or any code of a destructive nature.

Solicit, collect, transmit, store, or otherwise make available private information of any third party including, without limitation, telephone numbers, addresses, last names, etc.

Engage in any other conduct (i) that restricts or inhibits any person from using or enjoying the Services, or that, in our sole judgment, exposes us, users, our vendors, or any other third party to any liability, damages, or detriment of any type, or (ii) that infringes on the rights of any of the foregoing individuals or entities.

Use or attempt to use another's information, account, password, service, or system except as expressly permitted.

In the event you access the FITGMR Training Grounds Discord Server, you agree to comply with the terms of the FITGMR Training Grounds Discord Server Code of Conduct, which may be updated from time to time in the Company’s sole and absolute discretion. See the section “Use of Discord Server” for more details.

You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the Service is provided, without express written permission by us.

Violations of system or network security and certain other conduct may result in civil or criminal liability. We may investigate and work with law enforcement authorities to prosecute users who violate the Terms of Service. We may suspend or terminate your access to the Services for any or no reason at any time without notice.

In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the Training Grounds Program, any affiliated website, its content or the Services: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit fraudulent, false or misleading information, including information related to your location; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION

We are not responsible if information made available on the website is not accurate, complete or current. The material on the website is provided for general information only, and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the materials in the Training Grounds Program, including those provided as Membership Benefits, is at your own risk.

The website may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of the website at any time, but we have no obligation to update any information on our website. You agree that it is your responsibility to monitor changes to our website.

INTELLECTUAL PROPERTY

Certain areas of the Services may enable you to post Comments (defined below), send emails, or otherwise post, publish, submit, transmit, upload, send, or otherwise provide information to us. You remain fully responsible for the content and other materials that you provide to us or others in connection with the Services, including without limitation information, usernames, photographs, designs, or other materials ("User Content"). You agree not to provide User Content that:

Infringes on, misappropriates, or otherwise violates the copyright, trademark, patent, or other intellectual property right of any third party;

Is false, misleading, libelous, slanderous, defamatory, obscene, abusive, hateful, threatening, harassing, or sexually-explicit;

Violates a person's right to privacy or publicity;

Contains advertising or a solicitation of any kind;

Exploits, harms, personally attacks (personal attacks include, but are not limited to, defamatory, sexual and/or sexually implicit remarks) or impersonates any person or entity;

Degrades others on the basis of gender, race, class, ethnicity, national origin, religion, sexual preference, orientation or identity, disability, or other classification;

Transmits, stores, or otherwise makes available a virus, trojan horse, worm, time bomb, spyware, bot, or other harmful or deleterious programming routine;

Transmits, stores, or otherwise makes available material which contains any material of a commercial nature, including but not limited to advertising, promotions, "junk mail," "spam," "pyramid schemes," "chain letters," or solicitation of any kind;

Transmits, stores, or otherwise makes available material which is irrelevant to the subject matter of the Services;

Contains epithets or other language or material intended to intimidate or to incite violence; or

Violates any applicable local, state, national, or international law, or advocates illegal activity.

We also, to the extent permitted or required by law, have the right to disclose your identity to any third party who is claiming that any User Content you provide us or others in connection with the Services constitutes a violation of the third party's intellectual property rights, of the third party's right to privacy, or of any other applicable local, state, national, or international law.

The Services may also offer opportunities for you to transmit User Content and access certain benefits via third party social networking websites and products ("Third Party Social Networking Features"). Any use of Third Party Social Networking Features is subject to the then current terms of use of the applicable third party website or product (which may include, without limitation, and as each are applicable, Discordand Twitter) and not these Terms of Service, unless you are notified otherwise, in which case the terms and conditions set forth in such notification will apply.

If the Services permit you to provide us User Content, you may only provide User Content that is original and that you have the right to provide. By providing us User Content, you grant us a royalty-free, irrevocable, perpetual, non-exclusive, worldwide, fully sub-licensable, transferable, license to publish, reproduce, distribute, transmit, display, perform, edit, adapt, modify, translate, create derivative works of, sell, offer for sale, export, and otherwise use and exploit your User Content (or any portion thereof) in any way that we want and in any form, media, or technology now known or later developed. You hereby waive any moral rights you may have in your User Content to the extent permitted by applicable law. You represent that you have obtained all necessary permissions from any person or entity identified in or implicated by your submission (including those shown in photographic or video content), and, in the case of minors, also from their parents or legal guardians, as appropriate.

By providing your User Content to us, you agree to these Terms of Service. If you do not want to grant us permission to use your User Content in accordance with these Terms of Service, do not provide it to us on our Services.

The obligations that you have to us under these Terms of Service shall survive termination of the Services, any use by you of the Services, any User Content on the Services, or these Terms of Service in perpetuity. You shall not continue to post any User Content that we have previously advised you not to post.

You acknowledge that by submitting your User Content, no confidential, fiduciary, contractually implied, or other relationship is created between you and us or between you and any of our third-party providers other than as expressly set forth in these Terms of Service. You acknowledge that we are not responsible for, and cannot and does not guarantee, the accuracy, completeness, or reliability of information in any User Content. You are solely responsible for your interactions with other users of the Services. You may use various features (e.g., the "Flag" within comments sections) to report violations within the User Content. We reserve the right, but have no obligation, to monitor disputes between you and other users.

OPTIONAL TOOLS

We may provide you with access to third-party tools over which we neither monitor nor have any control or input. You acknowledge and agree that we provide access to such tools “as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools. Any use by you of optional tools offered through the site is entirely at your own risk, and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s). We may also, in the future, offer new services and/or features through the Training Grounds Program (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.

THIRD-PARTY LINKS

Certain content, products and services available via our Service may include materials from third-parties.

Third-party links on this site or provided through the Training Ground Program or other Services may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.

We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party's policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.

USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS

If, at our request, you send certain specific submissions (for example: contest entries, contributions to community engagement events (such as role playing game campaigns)), or otherwise with or without a request from us, you send creative ideas, suggestions, proposals, plans, comments, art, or other materials, whether online, by email, by postal mail, or otherwise (collectively, “Comments”), you agree that we may, in perpetuity (including after expiration or termination of your membership, Subscription Period, and/or the Training Grounds Program), without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium (whether now known or hereinafter devised) any Comments that you forward to us. This includes the unlimited right to grant the same right to third parties in our discretion.

Notwithstanding the Intellectual Property section, in the event you submit any Comments (or User Content) to us in connection with any community engagement event operated by us with which you participate (including, without limitation, in connection with role playing game campaigns), then as between you and us, we shall exclusively, solely, irrevocably, and in perpetuity own the rights in and to the Comments. Any waiver or modifications of this ownership shall not be valid unless in writing signed by an authorized representative of FITGMR.

We are and shall be under no obligation (1) to maintain any Comments or User Content in confidence; (2) to pay compensation for any Comments or User Content; (3) to respond to any Comments or User Content; or (4) to provide notice of any use of Comments or User Content.

We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.

You agree that your Comments and User Content will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your Comments and User Content will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any Comments or User Content. You are solely responsible for any Comments you make and their accuracy. We take no responsibility and assume no liability for any Comments or User Content posted by you or any third-party.

ERRORS, INACCURACIES AND OMISSIONS

Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).

We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.

DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY

WE DO NOT GUARANTEE, REPRESENT OR WARRANT THAT YOUR USE OF OUR SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE.

WE DO NOT WARRANT THAT THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE. WE DO NOT GUARANTEE ANY RESULTS FROM USE OF THE SERVICES.

YOU AGREE THAT FROM TIME TO TIME WE MAY REMOVE THE SERVICE FOR INDEFINITE PERIODS OF TIME OR CANCEL THE SERVICE AT ANY TIME, WITHOUT NOTICE TO YOU.

YOU EXPRESSLY AGREE THAT YOUR USE OF, OR INABILITY TO USE, THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE AND ALL PRODUCTS AND SERVICES DELIVERED TO YOU THROUGH THE SERVICE ARE (EXCEPT AS EXPRESSLY STATED BY US) PROVIDED 'AS IS' AND 'AS AVAILABLE' FOR YOUR USE, WITHOUT ANY REPRESENTATION, WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING ALL IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, MERCHANTABLE QUALITY, FITNESS FOR A PARTICULAR PURPOSE, DURABILITY, TITLE, AND NON-INFRINGEMENT.

IN NO CASE SHALL FITGMR, OUR DIRECTORS, OFFICERS, EMPLOYEES, AFFILIATES, AGENTS, CONTRACTORS, INTERNS, SUPPLIERS, SERVICE PROVIDERS OR LICENSORS BE LIABLE FOR ANY INJURY, LOSS, CLAIM, OR ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL, OR CONSEQUENTIAL DAMAGES OF ANY KIND, INCLUDING, WITHOUT LIMITATION LOST PROFITS, LOST REVENUE, LOST SAVINGS, LOSS OF DATA, REPLACEMENT COSTS, OR ANY SIMILAR DAMAGES, WHETHER BASED IN CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, ARISING FROM YOUR USE OF ANY OF THE SERVICE OR ANY PRODUCTS PROCURED USING THE SERVICE, OR FOR ANY OTHER CLAIM RELATED IN ANY WAY TO YOUR USE OF THE SERVICE OR ANY PRODUCT, INCLUDING, BUT NOT LIMITED TO, ANY ERRORS OR OMISSIONS IN ANY CONTENT, ANY ADVICE COMMUNICATED IN ANY CONTENT OR SERVICES, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE SERVICE OR ANY CONTENT (OR PRODUCT) POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE SERVICE, EVEN IF ADVISED OF THEIR POSSIBILITY. BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

INDEMNIFICATION

You agree to indemnify, defend and hold harmless FITGMR and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach or alleged breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.

SEVERABILITY

In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.

TERMINATION

The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.

These Terms of Service are effective unless and until (i) terminated by either you or us, or (ii) when your membership expires. Your membership shall expire upon completion of the Subscription Period for which you have agreed to pay the Membership Fee. You may terminate these Terms of Service and your Training Grounds Program membership at any time by canceling your membership via info@fitgmr.gg and sending the pre-formatted termination email provided by the Company or pressing the “Cancel Subscription” button on your Training Ground membership account and following the steps detailed therein. ; In the event you terminate these Terms of Service early, and FITGMR did not make any material change to the Membership Benefits or the Membership Fee, you shall remain responsible to pay the entire Membership Fee, you will lose all access to your Membership Benefits, and your account may be invalidated by FITGMR.

If in our sole judgment you fail to comply with any term or provision of these Terms of Service (including by failure to pay any part of your Membership Fee), we may terminate these Terms of Service and you will remain liable for the Membership Fee you agreed to pay at the time of registration.

We also may terminate this these Terms of Services at any time without notice, and without cause (i.e., when you have not failed, nor are you suspected to have failed, to comply with these Terms of Service) in which case you will remain liable for only a “Pro-Rated Membership Fee” (defined below); and/or accordingly may deny you access to our Services (or any part thereof). The “Pro-Rated Membership Fee” shall mean the prorated amount of the Membership Fee calculated based on the number of days in the Subscription Period for which the applicable membership was active.

ENTIRE AGREEMENT

The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.

These Terms of Service and any policies or operating rules posted by us on this site or in respect to the Services constitutes the entire agreement and understanding between you and us with respect to the benefits to which you are entitled and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).

Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.

GOVERNING LAW

These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of New Hampshire.

CHANGES TO TERMS OF SERVICE

You can review the most current version of the Terms of Service at any time at this page.

We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.

CONTACT INFORMATION/DMCA NOTIFICATION

Questions about the Terms of Service should be sent to us at  info@fitgmr.gg .

FITGMR’s designated agent for notice of claims of copyright is:

FITGMR INC.

ATTN: DMCA

P.O. Box 13

Whitefield, NH 03598

Email: info@fitgmr.gg