SPORT BALANCE, LLC 

TERMS OF USE 

PLEASE READ THESE TERMS OF USE RELATING TO YOUR USE OF THE MAXXX PERFORMANCE MOBILE APPLICATION. YOU AGREE TO THESE TERMS OF USE BY USING THE APPLICATION. DO NOT USE THE APPLICATION OTHERWISE.  

Sport Balance, LLC, a Pennsylvania limited liability company, also referred herein as (“Maxxx Performance Mobile Application” “Maxxx” “Maxx Performance” “Mobile Application” “Sport Balance” “we” and “us”) reserves the right to modify these Terms of Use at any time without notification. Your use of the Maxx Performance Mobile Application binds you to the Terms of Use as modified by Sport Balance at any time, whether or not you have reviewed the changes. By using this Mobile Application after we post any changes to these terms, you agree to accept those changes, whether or not you have reviewed them. Additionally, these Terms of Use govern your access to and use of the Services and all content (as defined below), and constitute a binding legal agreement between you and Sport Balance, and supersedes any other agreement. These Terms of Use as well as the Sport Balance Privacy Policy https://portal.maxxxperformance.com/static-content?contentType=PRIVACY_POLICY&entityType=PLAYER will apply to your use of any mobile application, mobile-enabled technology, digital tools, web sites, social media accounts, content and services owned or operated by Sport Balance now or in the future.   

SCOPE OF TERMS OF USE  

Sport Balance provides mentoring for athletes seeking to build mental strength, endurance and stamina. The Maxxx Performance Mobile Application brings together multiple resources from peer groups and one-on-one counseling to innovative wellness and mindfulness apps (collectively, the “Services (s)”). By accessing this Mobile Application or using the Services, you agree to comply with and be legally bound by the terms and conditions of these Terms of Use, whether or not you become a user of the Services.  You are eligible to use this Maxx Performance Mobile Application without a parent or legal guardian consent if you are the age of 18 or older and comply with the terms of this agreement. If you are under 18 years of age (a “Minor User”) a parental consent form [LINK HERE TO PARENTAL CONSENT FORM] is required to be completed by a parent or legal guardian in order to ensure compliance with both state and federal laws regarding online privacy protection of children (the “Parental Consent”).   

If you are the legal guardian or parent of a Minor User, you hereby represent, warrant, understand, agree to and accept these Terms of Use and any applicable additional terms in their entirety on behalf of yourself and your Minor User whether or not you use the Maxxx Performance Mobile Application. You further understand and agree that you will ensure your Minor User’s compliance with these Terms of Use and that you are responsible for any noncompliance by your Minor User. You are ineligible to use the Maxxx Performance Mobile Application or its Services if your Account has been suspended by Sport Balance or you are under the age of 18 without Parental Consent. By your continued use of the Maxxx Performance Mobile Application you represent and warrant that you have the right, authority and capacity to use the Maxx Performance Mobile Application and to abide by these Terms of Use. Your use of the Maxxx Performance Mobile Application is for your sole, personal use. You may not authorize others to use your Account and you may not assign or otherwise transfer your account to any other person or entity.  

TERMS AND CONDITIONS 

This Mobile Application allow users to obtain access to mental health resources; however, the information that you obtain from the Services is provided for informational purposes only. The Services are not intended directly or indirectly to offer medical advice.  

SUBMISSION OF INFORMATION AND/OR COMMUNICATION THROUGH MAXXX PERFORMANCE MOBILE APPLICATION INCLUDING YOUR PARTICIPATION IN ANY CHAT FEATURE OR SMS TEXTING DOES NOT CONSTITUTE MENTAL HEALTH CARE OR TREATMENT AND DOES NOT CONSTITUTE AN ATTORNEY-CLIENT RELATIONSHIP, A THERAPIST-PATIENT RELATIONSHIP OR ANY OTHER SORT OF CONFIDENTIAL RELATIONSHIP. THIS SERVICE IS NOT A SUBSTITUTE FOR PROFESSIONAL HEALTH CARE. IF YOU BELIEVE YOU ARE EXPERIENCING A MEDICAL EMERGENCY, CALL YOUR DOCTOR OR 911 IMMEDIATELY. 

ALWAYS SEEK THE ADVICE OF YOUR PHYSICIAN OR OTHER QUALIFIED HEALTH CARE PROVIDER ON ANY QUESTIONS REGARDING SYMPTOMS OR A MEDICAL CONDITION. THE SERVICES ARE NOT INTENDED FOR USE IN THE EVENT OF A MEDICAL EMERGENCY. 

You understand and agree that Sport Balance is not a party to any agreements entered into between you and third parties, nor is Sport Balance a health care provider, broker, agent or insurer. Sport Balance has no control over the conduct of other users of this Mobile Application or the Services, and disclaims all liability in this regard to the maximum extent permitted by law. Additionally, we make no guarantees as to the accuracy or completeness of the information provided on our Mobile Application. We are not responsible for any errors or omissions in the content nor for any damages that may result from the use of the content. 

You understand and agree that your relationship with Sport Balance is limited to being a user, subscriber or an independent third-party contractor, and not as a patient, or an employee, agent, joint venture or partner of Sport Balance. Additionally, you acknowledge and agree, you act exclusively on your own behalf and for your own benefit, and not on behalf of or for the benefit of Sport Balance. Sport Balance does not control, and has no right to control, your offline activities, or any other matters related to any of your activities outside the scope of these Terms of Use. As a user of this Mobile Application or subscriber of the Services , you agree not to do anything to create a false impression that you are endorsed by, partnering with, or acting on behalf of or for the benefit of Sport Balance, including by inappropriately using any Sport Balance intellectual property. All content on our Mobile Application, including text, graphics, logos, and images, are either owned by us or licensed and protected by copyright and trademark laws. You may not copy, modify, or distribute any content from our Mobile Application without our written permission. 

You acknowledge and agree that, by engaging in an activity via the Services, you are indicating that you have read, and that you understand and agree to be bound by these terms and receive our Services, whether or not you are a registered user or subscriber.  

If you accept or agree to these Terms of Use on behalf of a company or other legal entity by continued use of the Services, you represent and warrant that you have the authority to bind that company or other legal entity to these Terms of Use and, in such event, “you” and “your” will refer and apply to that company or other legal entity. 

PERMITTED ACCESS  

By using the Maxxx Performance Mobile Application, you represent that you are over 18 years old or a Minor User who has obtained Parental Consent as set forth herein. As a Minor User, you may register to use the Maxxx Performance Mobile Application only if your parent or legal guardian (1) has provided verifiably consents to your registration as required by the Parental Consent form and/or (2) (where available via the Mobile Application) become a registered User (a “Consenting Parent User”). Consenting Parent Users will have access to all communications by or to the Minor User. Consenting Parent Users may respond to communications sent by other Users to the Minor User and may report inappropriate message content to Sport Balance. Consenting Parent Users may also log in to, update the settings of and terminate their Minor User’s account. 

Although each member/subscriber/user must agree to these Terms of Use, Sport Balance cannot guarantee that each member is at least the required minimum age, nor does Sport Balance accept responsibility or liability for any content, communication or other use or access of the Maxxx Performance Mobile Application by persons under the age of 18 in violation of these Terms of Use.  

Sport Balance hereby grants you a non-exclusive, non-transferable, limited right to access, use and display the Maxxx Performance Mobile Application for your own personal, non-commercial use only. You agree not to interrupt, or attempt to interrupt, the operation of the Maxxx Performance Mobile Application in any way. Sport Balance reserves the right to restrict your access to part or all of the Maxxx Performance Mobile Application (including any password-protected areas) at any time without notice or liability to Sport Balance. 

ACCOUNT ACCESS AND COMPLIANCE  

Certain of the Services or portions of the Maxxx Performance Mobile Application may require you to register for an account (“Account”). As part of the Account creation process, you may be asked to provide a username and password unique to the Account (“Login Information”). You are responsible for the confidentiality and use of your Login Information and agree not to transfer or disclose your Login Information to any third party other than an individual with express authority to act on your behalf. If you suspect any unauthorized use of your Account, you agree to notify us immediately. You are solely responsible for any activities occurring under your Account. You have no ownership right to your Account. You may not create an Account for or on behalf of an organization. Please contact Sport Balance for enterprise account options. 

Your Account and your Maxxx Account profile page will be created for your use of the Services based upon the personal information you provide to us. You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Sport Balance reserves the right to suspend or terminate your Maxxx Account and your access to the Services if any information provided during the registration process or thereafter proves to be inaccurate, fraudulent, not current, incomplete, or otherwise in violation of these Terms of Use. 

You acknowledge and accept that we can terminate your Account for any reason. If we terminate your Account, you shall be responsible for no further payments to us. We do not make refunds of any payment received, but if your Account is terminated (except for breaches as set forth herein), you shall retain the ability to use the Services through the end date of the current payment period. 

THIRD PARTY INTEGRATIONS 

You acknowledge and agree that the availability of the Maxxx Performance Mobile Application and the Services are dependent on the third party from whom you received the application license, e.g., the Apple Store or Google Play (each, an “App Store”). You acknowledge that these Terms of Use are between you and Sport Balance and not with the App Store. Sport Balance, not the App Store, is solely responsible for the Maxxx Performance Mobile Application the content thereof, maintenance, support services, and any warranty therefor, and addressing any claims relating thereto (e.g. legal compliance or intellectual property infringement). In order to use the Maxxx Performance Mobile Application, you must have access to a wireless network. You also agree to pay all fees (if any) charged by the App Store in connection with this application. You agree to comply with, and your license to use the Maxxx Performance Mobile Application is conditioned upon your compliance with all terms of agreement imposed by the applicable App Store when using the application. Notwithstanding the forgoing, you acknowledge that the App Store (and its subsidiaries) are third-party beneficiaries of these Terms of Use and will have the right to enforce it. 

Any purchase, enabling, or engagement of third-party services, including but not limited to implementation, customization, consulting services, and any exchange of personal data between you and any third-party service, is solely between you and the applicable third-party service and is subject to the terms and conditions of such third-party service. Sport Balance does not warrant, endorse or support third-party services and is not responsible or liable for such services or any losses or issues that result as your use of such services. If you purchase, enable or engage any third-party service for use in connection with the Services, you acknowledge that Sport Balance may allow providers of those third-party services to access your personal data used in connection with the Services as required for the interoperation of such third-party services with the Services . You represent and warrant that your use of any third-party service signifies your independent consent to the access and use of your personal data by the third-party service provider, and that such consent, use, and access is outside of Sport Balance’s control. Sport Balance will not be responsible or liable for any disclosure, modification or deletion of personal data resulting from any such access by third-party service providers.  

PROPRIETARY RIGHTS 

The Maxxx Performance Mobile Application is protected by copyright and trademark laws, and includes the property of Sport Balance and any other owners. You may access the Maxx Performance Mobile Application solely for your own personal, non-commercial use; provided, however, that you do not modify, copy, publish, display, transmit, reverse engineer, adapt or in any way exploit the content of the Maxx Performance Mobile Application. You must follow and observe all copyright notices and restrictions on the Mobile Application. 

The Maxx Performance Mobile Application, Services, and the content are protected by copyright, trademark, and other laws of the United States. You acknowledge and agree that the Maxxx Performance Mobile Application, Services and content, including all associated intellectual property rights, are the exclusive property of Sport Balance and its licensors. You will not remove, alter or obscure any copyright, trademark, service mark or other proprietary rights notices incorporated in or accompanying the Maxxx Performance Mobile Application, Services, or content. All trademarks, service marks, logos, trade names, and any other proprietary designations of Sport Balance used on or in connection with the Maxx Performance Mobile Application, Services, and content are trademarks or registered trademarks of Sport Balance in the US and abroad. Trademarks, service marks, logos, trade names and any other proprietary designations of third parties used on or in connection with the Maxx Performance Mobile Application, Services, and content are used for identification purposes only and may be the property of their respective owners.  

USER CONTENT 

When you post content and information to the Maxxx Performance Mobile Application or in connection with the Services (“User Content”), you represent and warrant to us that (i) you own or have rights to use the User Content, (ii) the posting of the User Content does not violate any laws, rights of any person or entity, and (iii) such User Content is accurate, complete, and correct. User Content includes any information you post to the Services, including but not limited to personal information about you as a user. 

By posting User Content, you give us and our affiliates a perpetual, nonexclusive, irrevocable, royalty-free, sublicensable and transferable worldwide license to all intellectual property rights you own or control to use, transmit, reproduce, commercialize, distribute, modify, create derivative works from, and otherwise exploit such User Content for any and all purposes and without further notice to you, attribution, and without the requirement of any permission or payment to you or any other person or entity, but at all times in accordance with our Privacy Policy. You also authorize and appoint us as your attorney in fact and agent with full power to enter into and execute any document or undertake any action we may consider appropriate to use or enforce the grant of rights and waivers set forth in these Terms of Use. 

DISCLAIMERS 

IF YOU CHOOSE TO USE THE SERVICES, YOU DO SO AT YOUR SOLE RISK. YOU ACKNOWLEDGE AND AGREE THAT SPORT BALANCE DOES NOT HAVE AN OBLIGATION TO CONDUCT BACKGROUND CHECKS, BUT MAY CONDUCT SUCH BACKGROUND CHECKS IN ITS SOLE DISCRETION. IF WE CHOOSE TO CONDUCT SUCH CHECKS, TO THE EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, THAT SUCH CHECKS WILL IDENTIFY PRIOR MISCONDUCT BY YOU OR OTHER USERS, SUBSCRIBERS OR GUARANTEE THAT A USER OR SUBSRIBER WILL NOT ENGAGE IN MISCONDUCT IN THE FUTURE. 

THE SERVICE IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, SPORT BALANCE EXPLICITLY DISCLAIMS ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE. SPORT BALANCE MAKES NO WARRANTY THAT THE SERVICES OR CONTENT, INCLUDING, BUT NOT LIMITED TO, THE OFFERED SERVICES WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, CONFIDENTIAL, SECURE, OR ERROR-FREE BASIS. SPORT BALANCE MAKES NO WARRANTY REGARDING THE QUALITY OF ANY SERVICE, PROPERTIES, THE SERVICES OR CONTENT OR THE ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS OR RELIABILITY OF ANY CONTENT OBTAINED THROUGH THE SERVICES. 

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM SPORT BALANCE OR THROUGH THE MOBILE APPLICATIONSERVICES, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN, INCLUDING ANY INFORMATION COMMUNICATED VERBALLY BY ANY REPRESENTATIVE OF SPORT BALANCE. 

NEITHER SPORT BALANCE NOR ANY OF ITS AFFILIATES, LICENSORS OR SUPPLIERS WARRANT THAT ANY FUNCTIONS CONTAINED IN THE MOBILE APPLICATION WILL BE UNINTERRUPTED, ERROR-FREE, VIRUS-FREE, FREE FROM HARMFUL COMPONENTS, OR THAT DEFECTS WILL BE CORRECTED. NEITHER SPORT BALANCE NOR ANY OF ITS AFFILIATES, LICENSORS OR SUPPLIERS WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE INFORMATION IN THE MOBILE APPLICATION IN TERMS OF THEIR CORRECTNESS, ACCURACY, RELIABILITY, OR OTHERWISE.  

UNAUTHORIZED USE 

It is also possible that other users (including unauthorized users, or “hackers”) may post or transmit offensive or obscene materials through the Maxxx Performance Mobile Application and that you may be involuntarily exposed to such offensive or obscene materials. It is also possible for others to obtain personal information about you via your use of the Maxxx Performance Mobile Application These individuals may use your information for purposes other than what you intended. Sport Balance is not responsible for the use of any personal information that you disclose on the Maxxx Performance Mobile Application. Please carefully select the type of information that you post on the Maxxx Performance Mobile Application or release to others. SPORT BALANCE DISCLAIMS ALL LIABILITY, REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF OTHER USERS (INCLUDING UNAUTHORIZED USERS), WHETHER SUCH ACTS OR OMISSIONS OCCUR DURING THE USE OF THE APP OR OTHERWISE. 

LIMITATION OF LIABILITY 

YOU ACKNOWLEDGE AND AGREE THAT, TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE ENTIRE RISK ARISING OUT OF YOUR ACCESS TO AND USE OF THE SERVICE REMAINS WITH YOU. NEITHER SPORT BALANCE NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE SERVICE WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR LOSS OF GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE PRODUCTS OR SERVICES, OR FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THESE TERMS, FROM THE USE OF OR INABILITY TO USE THE SERVICE OR OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICE, OR BOOKING OF ANY SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT SPORT BALANCE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. 

IN NO EVENT WILL SPORT BALANCE’S AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS AND YOUR USE OF THE SERVICE INCLUDING, OR FROM THE USE OF OR INABILITY TO USE THE SERVICE AND IN CONNECTION WITH THESE TERMS OF USE, EXCEED THE AMOUNTS YOU HAVE PAID FOR THE SERVICE IN THE TWELVE (12) MONTH PERIOD PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED U.S. DOLLARS (US$100), IF NO SUCH PAYMENTS HAVE BEEN MADE, AS APPLICABLE. THE LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE THE BASIS OF THE BARGAIN BETWEEN SPORT BALANCE AND YOU.  

INDEMNITY 

YOU AGREE TO INDEMNIFY, DEFEND AND HOLD HARMLESS SPORT BALANCE, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, SUPPLIERS AND ANY THIRD PARTY INFORMATION PROVIDERS FROM AND AGAINST ALL LOSSES, EXPENSES, DAMAGES AND COSTS, INCLUDING, BUT NOT LIMITED TO ALL REASONABLE ATTORNEYS’ FEES CHARGED TO SPORT BALANCE , ARISING OUT OF OR RELATING TO YOUR USER CONTENT; YOUR USE OF, OR INABILITY TO USE, THE APP; ANY VIOLATION OF THESE TERMS OF USE BY YOU OR ANY OTHER PERSON ACCESSING THE APP ON YOUR BEHALF; YOUR VIOLATION OF ANY RIGHTS OF ANOTHER PARTY, INCLUDING ANY USERS; YOUR INTERACTIONS WITH OTHER USERS; AND YOUR VIOLATION OF ANY APPLICABLE LAWS, RULES OR REGULATIONS. THIS INDEMNITY SHALL BE APPLICABLE WITHOUT REGARD TO THE NEGLIGENCE OF ANY PARTY, INCLUDING ANY INDEMNIFIED PERSON. 

SURVIVAL 

If you or we terminate your Maxxx Account, your use of the Services or (with respect to Maxxx only) this Agreement, the provisions of these Terms of Use that reasonably should survive termination of the Agreement will remain in effect. 

ASSIGNMENT 

You may not assign or transfer these Terms of Use, by operation of law or otherwise, without Sport Balance’s prior written consent. Any attempt by you to assign or transfer these Terms of Use, without such consent, will be null and of no effect. Sport Balance may assign or transfer these Terms of Use, at its sole discretion, without restriction. Subject to the foregoing, these Terms of Use will bind and inure to the benefit of the parties, their successors and permitted assigns. 

FORCE MAJEURE 

We are not responsible for delays or any failure in performance resulting from acts beyond the control of Sport Balance. Such acts include, but are not limited to, acts of God, strikes, acts of war, pandemics, epidemics, governmental regulations superimposed after the fact, fire, communication line failures, power failures, earthquakes, or other disasters. 

RESOLUTION OF DISPUTES – MANDATORY ARBITRATION 

We hope we never have a dispute, but if we do, you and we agree to try for 60 days to resolve it informally. If we can’t, you and we agree to binding individual arbitration before the American Arbitration Association under the Federal Arbitration Act (“FAA”), and not to sue in court in front of a judge or jury, except as to injunctive relief (as set forth below). Instead, a neutral arbitrator will decide and the arbitrator’s decision will be final except for a limited right of appeal under the FAA. Class action lawsuits, class-wide arbitrations, private attorney-general actions, and any other proceeding where someone acts in a representative capacity aren’t allowed. Nor is combining individual proceedings without the consent of all parties. 

APPLICABLE LAW 

Subject to the injunctive law provision, these Terms of Use shall be governed in all respects by and construed in accordance with the laws of the State of Texas without regard to its conflicts of law principles.  

INJUNCTIVE RELIEF 

Notwithstanding anything to the contrary herein, in the event you breach or threaten breach of these Terms of Use, you acknowledge and agree that Sport Balance will be greatly and irreparably damaged and the damage will be difficult to quantify. Therefore, Sport Balance may apply to any court of competent jurisdiction accepting jurisdiction under this specific provision, who, regardless of the governing law provision, will apply the laws of its own jurisdiction in determining whether Sport Balance will be granted injunctive or other equitable relief to stop your breach or your threat of breach, without impairing, invalidating, negating or voiding Sport Balance’s rights to relief either in law or at equity.   

CONTACT INFORMATION 

If you have any questions or concerns regarding our terms of use policy, please contact our customer service team for assistance: support@maxxxperformance.app.