SwapSquad™ Mobile Application End-User License Agreement and Website Terms and Conditions

Last Updated: September 22, 2026

The SwapSquad™ Mobile Application ("App") and SwapSquad™ website located at www.swapsquad.io (the "Site") are owned and operated by ESC (Education Sports Community), LLC ("Education Sports Community," "we," "our" or "us"). The following SwapSquad™ Mobile Application End-User License Agreement and Website Terms and Conditions ("Terms") are inclusive of the SwapSquad™ Mobile Application and Website Privacy Policy, the rules applicable to all Contests ("Contest Rules"), the League Rules (as defined below), the FAQs made available in the App and, where available, on the Site, and any and all other applicable SwapSquad™ operating rules, policies, price schedules and other supplemental terms and conditions or documents that may be published from time to time, which are expressly incorporated herein by reference (collectively, the "Agreement").

You agree to the Agreement, in its entirety, when you: (a) download, or attempt to download, the App as made available on the iPhone®, iPad® and other mobile devices that run the iOS operating system, as well as Android® and other mobile devices, where and to the extent available (collectively, "Mobile Device") by and through the Apple® App Store, the Google Play® store and other applicable venues (collectively, "Download Venues"); (b) access or use the Site; (c) access links to SwapSquad's™ social media pages/accounts on third party social media websites ("Social Media Websites"), such as Instagram®, Facebook® and LinkedIn® (collectively, "Social Media Pages"); (d) register as a user ("User") of the Site/App, which provides Users with access to: (i) viewable "Content," including SwapSquad™ Leaderboards, SwapSquad™ Stats (as each of those terms is defined below) and other material made available through the App and on the Site; (ii) interactive areas of the Site/App, such as comment sections, that enable Users to interact with other Users ("Interactive Services"); and (iii) an array of season-long fantasy sports-based games involving players from professional baseball, basketball (men's and women's), football and/or hockey (collectively, "Contests); and/or (e) utilize the various contact forms and/or contact information made available on the Site/in the App as a means to contact directly, or request to be contacted by, Education Sports Community (collectively, the "Contact Services," and together with the Site, App, Content, Social Media Pages, Interactive Services and Contests, the "SwapSquad™ Offerings").

These Terms are effective as of the date set forth above. Please print the Agreement for your records. A printed version of the Agreement will be valid, enforceable, and admissible in judicial or administrative proceedings based upon or relating to the Agreement to the same extent and subject to the same conditions as a paper agreement that you sign manually. Violations of the Agreement may result in suspension or termination of your account.

PLEASE READ THE AGREEMENT CAREFULLY BEFORE USING THE SITE, COMPLETING THE APP INSTALLATION PROCESS, USING THE APP AND/OR ACCESSING ANY OF THE ASSOCIATED SWAPSQUAD™ OFFERINGS. IF YOU DO NOT AGREE TO BE BOUND BY THE AGREEMENT IN ITS ENTIRETY, OR DO NOT HAVE AUTHORITY TO ENTER INTO THE AGREEMENT, THEN DO NOT ACCESS THE SITE, INSTALL AND/OR USE THE APP AND/OR USE ANY OF THE OTHER SWAPSQUAD™ OFFERINGS IN ANY MANNER OR FORM WHATSOEVER.

NOTICE: THE AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES, LIMITATIONS OF LIABILITY, RELEASES, INDEMNIFICATION PROVISIONS, A BINDING ARBITRATION AGREEMENT AND WAIVERS OF CLASS ACTION PROCEEDINGS AND TRIAL BY JURY.

THE AGREEMENT CONTAINS DISCLAIMERS OF WARRANTIES, LIMITATIONS OF LIABILITY, RELEASES, A CLASS-ACTION WAIVER, AND THE REQUIREMENT TO ARBITRATE ANY AND ALL CLAIMS THAT MAY ARISE HEREUNDER AGAINST EDUCATION SPORTS COMMUNITY, ITS PARENT, SUBSIDIARIES AND RELATED PARTIES, AND EDUCATION SPORTS COMMUNITY'S SERVICE PROVIDERS AND MARKETING PARTNERS (COLLECTIVELY, "COVERED PARTIES"), WHO ARE EXPRESS THIRD-PARTY BENEFICIARIES OF THE MANDATORY ARBITRATION PROVISION.

THE AFOREMENTIONED PROVISIONS ARE AN ESSENTIAL BASIS OF THE AGREEMENT. NEW JERSEY STATE RESIDENTS ARE ENCOURAGED TO REVIEW THEIR RIGHTS UNDER THE AGREEMENT, AS PROVIDED UNDER THE NEW JERSEY TRUTH-IN-CONSUMER CONTRACT WARRANTY AND NOTICE ACT ("TCCWNA").

Apple®, Apple App Store®, iPhone® and iPad® are registered trademarks of Apple, Inc. ("Apple"). Facebook® and Instagram® are registered trademark of Meta Platforms, Inc. ("Meta"). Android® and Google Play® are registered trademarks of Google, Inc. ("Google"). LinkedIn® is a registered trademark of LinkedIn Corporation ("LinkedIn"). Please be advised that Education Sports Community is not in any way affiliated with Apple, Meta, Google or LinkedIn, and the SwapSquad™ Offerings are not endorsed, administered or sponsored by any of the foregoing entities.

Modification of Agreement: To the extent permissible by applicable law, we may amend the Agreement from time to time in our sole discretion, without specific notice to you; provided, however, that any amendment or modification to the arbitration provisions, prohibition on class action provisions or any other provisions applicable to dispute resolution (collectively, "Dispute Resolution Provisions") shall not apply to any disputes incurred prior to the applicable amendment or modification. The latest Agreement will be posted through the App and on the Site, and you should review the Agreement, in its entirety, prior to using the SwapSquad™ Offerings. By your continued use of the SwapSquad™ Offerings, you hereby agree to comply with, and be bound by, all of the terms and conditions contained within the Agreement effective at that time (other than with respect to disputes arising prior to the amendment or modification of the Dispute Resolution Provisions, which shall be governed by the Dispute Resolution Provisions then in effect at the time of the subject dispute.

Use of the SwapSquad™ Offerings

Eligibility: In order to access and utilize the SwapSquad™ Offerings, you must: (a) be a natural person at least eighteen (18) years of age or older (or the age of majority in your respective jurisdiction, if the age of majority is greater than eighteen (18) years of age in that jurisdiction), who is assigned to the e-mail address submitted on your account registration form; (b) be a legal resident of the United States with a United States-based address; (c) be physically located in a jurisdiction in which participation in the SwapSquad™ Offerings is not prohibited by applicable law; (d) be able to enter into legally binding contracts under applicable law; and (e) at all times abide by the Agreement, in its entirety (collectively, "Eligibility Requirements"). By using or accessing the SwapSquad™ Offerings, you represent and warrant that you satisfy all of the Eligibility Requirements. If Education Sports Community determines that you do not satisfy all of the Eligibility Requirements, you are not eligible to use the SwapSquad™ Offerings and your account will be terminated.

KYC Verification: Education Sports Community reserves the right, at any time, to request that you furnish us with proof of your identity (such as a driver's license, passport, voting card or similar government issued identification), your age and/or your place of residence. Your account may be suspended pending receipt of this information to verify your eligibility to use the SwapSquad™ Offerings

Necessary Equipment; Wireless Charges: You shall be responsible, at all times, for ensuring that you have an Internet connection, computer/Mobile Device, up-to-date Internet browser versions, a functioning e-mail account, applicable software, applicable hardware and/or other equipment necessary to access the SwapSquad™ Offerings. Education Sports Community does not guarantee the quality, speed or availability of the Internet connection associated with your Mobile Device and/or computer. Education Sports Community does not guarantee that the SwapSquad™ Offerings can be accessed: (a) on all Mobile Devices; (b) through all wireless service plans; (c) in connection with all Internet browsers; and/or (d) in all geographical areas. Standard messaging, data and wireless access fees may apply to your use of the App. You are fully responsible for all such charges and Education Sports Community has no liability or responsibility to you, whatsoever, for any such charges billed by your wireless carrier.

In addition to the foregoing, individuals are not permitted to access the SwapSquad™ Offerings with a "Jail-Broken Mobile Device." For purposes of the Agreement, a Jail-Broken Mobile Device is a Mobile Device that runs: (i) Apple's® iOS operating system (including the iPhone®, iPad® and second-generation Apple TV®) that has had any of its iOS-based software restrictions removed via any procedure that is not fully endorsed and authorized by Apple®; and/or (ii) the Android® operating system that has had any of its Android®-based software restrictions removed via any procedure that is not fully endorsed and authorized by the applicable Mobile Device manufacturer.

Participation Void Where Prohibited By Law: You agree to abide by all applicable laws in the jurisdiction where you are located while using the SwapSquad™ Offerings. Access to the SwapSquad™ Offerings may not be legal for some or all residents of, or persons present in, certain jurisdictions. You agree Education Sports Community cannot be held liable if laws applicable to you restrict or prohibit your participation in any SwapSquad™ Offerings. Education Sports Community makes no representations or warranties, express or implied, as to the lawfulness of your participating in any SwapSquad™ Offerings, nor shall any person affiliated, or claiming affiliation, with Education Sports Community have authority to make any such representations or warranties. USE OF THE SWAPSQUAD™ OFFERINGS IS VOID WHERE PROHIBITED OR RESTRICTED BY LAW. If you open an account and/or participate in any SwapSquad™ Offerings while located in a prohibited jurisdiction, you may be in violation of the law of such jurisdiction and will be in violation of these Terms and subject to having your account suspended or terminated. It is your responsibility to determine whether the state, country, territory or jurisdiction in which you are located is a prohibited jurisdiction. Education Sports Community reserves the right to monitor the location from which you access the SwapSquad™ Offerings and to restrict/block access from any prohibited jurisdiction at any time.

Modifications to SwapSquad™ Offerings: Education Sports Community reserves the right to modify or discontinue the SwapSquad™ Offerings with or without notice including, without limitation: (a) changing official Contest Rules; (b) eliminating or discontinuing any Content or feature(s); and/or (c) changing terms of eligibility and/or any other requirements or guidelines governing your use of the SwapSquad™ Offerings. You agree that Education Sports Community will not be liable to you or to any third party for any modification, suspension or discontinuance of the SwapSquad™ Offerings. All changes shall be effective immediately unless otherwise stated. Any use of the SwapSquad™ Offerings after such changes have gone into effect shall be deemed to constitute your acceptance of and agreement to be bound by such changes. If you object to any such changes, you should cease accessing and/or using the SwapSquad™ Offerings.

Accounts

Account Registration: You must register an account in order to access the SwapSquad™ Offerings. You may establish only one account, and you must satisfy all of the Eligibility Requirements in order to create an account. In the event Education Sports Community discovers that you have opened more than one account, Education Sports Community reserves the right to suspend or terminate any or all of your accounts and prohibit you from further utilizing the SwapSquad™ Offerings.

In connection with completing the App download and/or Site account registration process, and in connection with your use of certain of the SwapSquad™ Offerings, Education Sports Community will collect: (a) your full name; (b) your e-mail address; (c) your mailing address; (d) your date of birth; and/or (e) any other information requested on the applicable form (collectively, "Registration Data").

You represent and warrant that all Registration Data and account information you supply to us is complete and accurate and will be kept up to date. You are responsible for maintaining the accuracy of this information. Should the Registration Data provided prove false or misleading, we may suspend or terminate your account.

Privacy Policy: Education Sports Community reserves the right, and you grant Education Sports Community the authority, to use and assign all information regarding your use of the SwapSquad™ Offerings and/or otherwise provided by you in any manner consistent with our Privacy Policy.

Account Security: You are responsible for maintaining the confidentiality of your password and account and are fully responsible for any and all activities that occur through use of your password or account. You agree to contact Education Sports Community at info@swapsquad.io concerning any unauthorized use of your username, password, or account. You acknowledge that you are and shall remain fully liable for any and all actions taken through use of your account, regardless of whether these actions were taken by you or an unauthorized third party that has gained access to your account, and further acknowledge that Education Sports Community will not be liable for any losses incurred due to the unauthorized use of your account.

Termination or Suspension of Accounts: You may close your account at any time. Education Sports Community reserves the right to suspend your account for any period we see fit if we reasonably believe that your account is being used in violation of applicable law(s). Additionally, Education Sports Community reserves the right to suspend or immediately terminate your account and/or take reasonable legal action if we believe that you (a) have cheated or engaged in fraud; (b) are under the legal age in the jurisdiction in which you reside or access the SwapSquad™ Offerings; (c) have provided incorrect and/or false Registration Data during registration of your account; (d) have created multiple accounts; or (v) have otherwise committed a breach of the Agreement.

Inactive Accounts: Education Sports Community reserves the right to terminate inactive accounts. An inactive account means any account that has been inactive for greater than twenty-four (24) consecutive months or other period as required by applicable law.

App Installation; Uninstall

Installation: Education Sports Community believes in providing Users with clear, concise and complete disclosure before Users download and install the App, including a description of the primary functions of the App. The App requires User's consent prior to installation. Education Sports Community does not believe that Users should be deceived into downloading or installing the App. Users may be able to download the App by and through available Download Venues.

Uninstall: The App can be completely uninstalled in a straightforward manner and without requiring undue effort or skill, in most cases by using the traditional "uninstall" app function contained within your Mobile Device. Please be advised that in some instances, you may be required to restart your Mobile Device before all remnants of the App are completely uninstalled and removed from your Mobile Device. If you experience any problems installing and/or uninstalling the App, please contact us via e-mail at: info@swapsquad.io.

Download Venues: The Agreement is entered into between you and Education Sports Community, and not with the applicable Download Venue that you use to access the App. As between Education Sports Community and any participating Download Venue, Education Sports Community is solely responsible for the App. No Download Venue has any obligation to furnish any maintenance and/or support services with respect to the App. The Download Venues are third party owned and operated websites. Use of those stores shall be governed by the applicable venue's agreements, terms and conditions. Education Sports Community does not control the Download Venues or any of the actions, policies or decisions made by the operators of those venues. If you accessed or downloaded the App from the Apple® Store, then you agree to use the App only: (a) on an Apple®-branded product or device that runs iOS (Apple's® proprietary operating system software); and (b) as permitted by the "Usage Rules" set forth in the Apple® Store Terms of Service, as applicable.

THE APP IS NOT SPYWARE OR ADWARE. THE APP WILL NOT MONITOR HOW YOU USE YOUR MOBILE DEVICE, NOR WILL IT DELIVER ADVERTISEMENTS TO YOUR MOBILE DEVICE OTHER THAN WITHIN THE APP ITSELF.

App and Site Functionality

Summary: The Site and App contain many services and other features including, but not limited to: (a) Content; (b) Interactive Services, where Users are permitted to post comments, opinions, statements, offers, propositions, feedback and other content (collectively, "Feedback"); (c) the opportunity to participate in Contests; and (d) links to Social Media Pages.

Content. Users that have downloaded the App and/or accessed the Site, as applicable, and that possess the requisite technology, shall have the opportunity to view certain sports-related and other media (downloaded, streaming or samples), game results, sports and Contest-related statistics ("SwapSquad™ Stats"), Contest standings ("SwapSquad™ Standings"), software, text, images, graphics, user interfaces, audio, trademarks, logos, artwork and other content made available by and through the Site and App, as compiled, distributed and displayed by Users, Education Sports Community and third party services/entities (collectively, "Third Party Providers") that provide news and other information by and through the Site and App via updated news feeds (collectively, "Content"). Education Sports Community does not control the Content provided by Users and/or Third-Party Providers that is made available by and through the SwapSquad™ Offerings. Such Third-Party Providers and Users are solely responsible for the accuracy, completeness, appropriateness and/or usefulness of such Content. The Content should not necessarily be relied upon. Education Sports Community does not represent or warrant that the Content and other information posted by and through the SwapSquad™ Offerings is accurate, complete, up-to-date or appropriate. Users understand and agree that Education Sports Community will not be responsible for, and Education Sports Community undertakes no responsibility to monitor or otherwise police, Content provided by Third-Party Providers and/or Users. Users agree that Education Sports Community shall have no obligation and incur no liability to such Users in connection with any Content. Users may find certain Content to be outdated, harmful, inaccurate and/or deceptive. Please use caution, common sense and safety when using the Content.

Participation in Contests

League Rules: Periodically, Education Sports Community will make Contests available to Users. Each Contest shall be subject to the Contest Rules, and may include certain specific terms, conditions and restrictions, as predetermined by the members of User's self-selected league ("League") and set forth in the rules appearing on the League page associated with each applicable Contest (each, "League Rules," and together with the Contest Rules, the "Rules"), including, without limitation: (a) the applicable Contest Duration; (b) rules applicable to transactions, roster size and composition and scoring; and (c) the applicable professional sports league involved in the Contest (each, a "Pro Sports League"). Each Contest shall have a limited number of openings, and entrants will be accepted on a first come, first served basis.

General Contest Terms

Each Contest will involve those Users in a given League compiling rosters consisting of a certain number of real-world professional athletes from a given Pro Sports League (each, a "Team"), as set forth in the applicable League Rules. The available Pro Sports Leagues shall be determined by Education Sports Community in its sole discretion from time-to-time, and may include some or all of the following, as well as additional Leagues included by Education Sports Community from time-to-time: (a) the National Football League® ("NFL®"); (b) Major League Baseball® ("MLB®"); (c) the National Basketball Association® ("NBA®") and Women's National Basketball Association ("WNBA®"); and (d) the National Hockey League® ("NHL®").

National Football League® and NFL® are registered trademarks of the National Football League. Major League Baseball® and MLB® are registered trademarks of Major League Baseball Properties, Inc. The National Basketball Association®, the Women's National Basketball Association, NBA® and WNBA® are registered trademarks of NBA Properties, Inc. The National Hockey League® and NHL® are registered trademarks of the National Hockey League.

Please be advised that Education Sports Community is not in any way affiliated with the National Football League, Major League Baseball Properties, Inc., NBA Properties, Inc. and/or the National Hockey League, and neither Education Sports Community nor the Contests are endorsed or sponsored by any of the foregoing entities.

Leagues; Drafts; Teams: Each User may form a League and invite other Users to join that League and/or join an existing League. Upon joining, each User will have access to the applicable League's draft ("Draft") features (with some examples set forth below), which she/he can use to acquire players that play in the applicable Pro Sports League (collectively, "Players") and assign those Players to her/his Team. For all Contests that include a Draft, the Draft order for the Users will be selected as per the applicable League Rules, and the Draft will follow a "snake" model. Under the snake Draft, the order will proceed from 1 to 12 (or such other total number of Users that are participating in the applicable Draft), then 12 to 1 (as applicable), alternating until the Draft is complete. Each Player available for selection during the Draft may only be selected by one (1) User and reside on one (1) Team at a time. Each User must select enough players at the applicable positions to fill out her/his Team. The roster size for each Team in any given Contest will be predetermined and set forth in the applicable League Rules. Each User may have no more than one (1) Team per Contest.

Dynasty League Contests: "Dynasty League" Contests allow Users to keep Players on their respective Teams from one year's Contest to the next year's Contest in a League that continues from year to year. Other than permitting Teams to keep Players, which may shorten the length of the Drafts and limit the Players available to be Picked (as well as other "keeper" related rules), the Dynasty League Contests share the same rules and features of other Contests. Users may also be permitted to join an existing Dynasty League Contest by obtaining a Team that has been abandoned by a User who no longer wishes to participate in the subject Dynasty League Contest.

Lineup Changes; Free Agency; Game Day: For most Contests, Users shall be able to change their selected starting Players ("Lineup") up until the start of each applicable game day during the Contest. The start time of each game day within a given Contest ("Game Day Start Time") may be set forth in the applicable League Rules, and shall generally correspond to when the first official Pro Sports League (applicable to the Contest) game for that week is scheduled to commence. Depending on the League Rules, Users may be able to add Players that are not on any other User's Team during the applicable Contest Duration via "Free Agency." Depending on the League Rules, the waiver process may be open, or subject to a limited "Free Agent Budget" allotted to each Team. Where a League utilizes a Free Agent Budget, each Player selected in Free Agency will require the expenditure of a portion of the applicable User's Free Agent Budget. Regardless of which method is permitted, where adding a Player during Free Agency, Users shall be required to maintain compliance with any applicable Team-size limits by dropping a corresponding Player from that User's roster.

In addition to the foregoing, depending on the applicable League Rules, Users may be able to trade Players from one Team to another ("Trade") (either for an entire season or a limited number of game days), or offer Players to another team for a set duration in exchange for a certain portion of the borrowing Team's Free Agent Budget (each a "Loan"). For all of the aforementioned Trades and Loans, the Users proposing the Trade/Loan must first submit the terms of the applicable Trade/Loan to the other Users in the League in order to offer those other Users the ability to make alternative Trade/Loan offers.

TO THE EXTENT PERMISSIBLE BY APPLICABLE LAW, EDUCATION SPORTS COMMUNITY IS NOT RESPONSIBLE FOR DRAFT SELECTIONS, TRADE/LOAN OFFERS AND/OR LINEUP SELECTIONS/CHANGES THAT ARE LOST, LATE, ILLEGIBLE, MISDIRECTED, DAMAGED, INCOMPLETE OR INCORRECT, OR FOR YOUR FAILURE TO PARTICIPATE IN, OR COMPLETE, A SCHEDULED DRAFT. IF YOU FAIL TO COMPLETE OR ENTER A DRAFT INCLUDING, WITHOUT LIMITATION, WHERE YOU CANNOT ACCESS THE SITE AND/OR APP FOR ANY REASON WHATSOEVER, YOU WILL NOT BE ABLE TO PARTICIPATE IN THAT CONTEST.

Points: Each User will earn Contest points based on the performance of the Players that are in her/his Lineup during the applicable Contest Duration ("Points"), as per the specific League scoring system, as set forth in the League Rules.

ALL DETERMINATIONS WITH RESPECT TO POINTS WILL BE MADE IN EDUCATION SPORTS COMMUNITY'S SOLE AND ABSOLUTE DISCRETION, AND WILL BE FINAL AND BINDING ON ALL PARTIES INVOLVED.

Tallying Points/Statistics: Education Sports Community will be responsible for tallying the Points for each Contest based on the reporting of Player performance, as compiled by Education Sports Community's third-party statistics providers and as provided by the applicable Pro Sports League during the applicable Contest Duration. Please be advised that during the Contests, Education Sports Community receives live scoring from its third-party statistics providers. Live scoring statistics that appear during a Contest are subject to change by the applicable Pro Sports League after the conclusion of the applicable game day. Please be advised that, in the event of a change to the statistics by a Pro Sports League after the conclusion of the applicable Game Day, the applicable Player's Points on the Site/in the App may be updated, and certain outcomes related to a given Contest may be revised. Please note that where a correction needs to be made after the conclusion of a Game Day due to a problem with the statistics feed, the Contest outcome may be reversed, and Contests resettled correctly.

ALL DETERMINATIONS WITH RESPECT TO POINTS, PROJECTED POINTS AND WINNERS WILL BE MADE IN EDUCATION SPORTS COMMUNITY'S SOLE AND ABSOLUTE DISCRETION, AND WILL BE FINAL AND BINDING ON ALL PARTIES INVOLVED.

Disqualification and/or Cancellation of Contests: If for any reason a Contest is not capable of running as originally planned, or if a Contest, application, or service associated therewith (or any portion thereof) becomes corrupted or does not allow for proper entry into a Contest in accordance with the Agreement or applicable Contest Rules, or if infection by a computer (or similar) virus, bug, tampering, unauthorized intervention, actions by Users, fraud, technical failures, or any other causes of any kind, in the sole opinion of the Education Sports Community, corrupts or affects the administration, security, fairness, integrity, or proper conduct of a Contest, Education Sports Community reserves the right, in its sole discretion, to disqualify any individual implicated in such action and/or to cancel, terminate, extend, modify or suspend the Contest. If such cancellation, termination, modification or suspension occurs, notification will be posted by and through the SwapSquad™ Offerings.

Without limiting the foregoing, we also reserve the right to cancel, suspend, and/or void any Contest in our absolute discretion where: (a) there is a technological failure or other act beyond our reasonable control including, but not limited to, an act of God, hurricane, war, fire, riot, earthquake, terrorism, an act of public enemies, actions of governmental authorities outside of our control, national emergency, pandemic, stoppage of athletic events, or other force majeure event (each, a "Force Majeure Event"); (b) there is any issue with statistical tracking and/or other data used to run a Contest; (c) we suspect a breach of the Agreement by any participating User; (d) the integrity of the Contest has been called into question; or (e) collusion between Users has, or is believed to have, taken place.

Responsible Gaming: The Contests do not require entry fees, and do not pay out prizes. Users are forbidden from wagering anything of value on any Contests and/or related outcomes. While Education Sports Community does not permit wagering on the Contests, Education Sports Community encourages its Users to practice responsible gaming.

If you or a family member has the need to receive responsible gaming assistance, please visit these online resources: www.ncpgambling.org and www.responsiblegambling.org.

Interactive Services: Subject to the restrictions contained herein including, without limitation, those contained below, the Interactive Services may allow Users to send messages to other Users of the App and/or Site, as well as engage in other interactive communication. In connection with the Interactive Services, each User shall be solely responsible for the Feedback posted by and through the Interactive Services. Education Sports Community reserves the right to prohibit any conduct by Users, or to remove any materials or Feedback posted by Users by and through the Interactive Services, that Education Sports Community deems, in its sole and absolute discretion, to be in violation of the Agreement or which Education Sports Community believes to be illegal, potentially harmful to others, otherwise objectionable or that same may expose Education Sports Community to harm, damage to reputation or liability. Notwithstanding the foregoing, Education Sports Community undertakes no responsibility to monitor or otherwise police the actions of Users, Feedback, Content and/or other material posted by Users and/or other third parties. You agree to use the Interactive Services in a manner consistent with any and all applicable laws and regulations. In connection with your use of the Interactive Services and other of the SwapSquad™ Offerings, you agree not to: (i) display any telephone numbers, street addresses, last names, URLs, e-mail addresses or any confidential information of any third party; (ii) display any audio files, text, photographs, videos or other images containing confidential information; (iii) display any audio files, text, photographs, videos or other images that may be deemed indecent or obscene in your community, as defined under applicable law; (iv) impersonate any person or entity; (v) "stalk" or otherwise harass any person; (vi) engage in unauthorized advertising to, or commercial solicitation of, other Users; (vii) transmit any chain letters, spam or junk e-mail to other Users; (viii) express or imply that any statements that you make are endorsed by Education Sports Community, without Education Sports Community's specific prior written consent; (ix) harvest or collect personal information of other Users whether or not for commercial purposes, without their express consent; (x) use any robot, spider, search/retrieval application or other manual or automatic device or process to retrieve, index, "data mine" or in any way reproduce or circumvent the navigational structure or presentation of the App, Site and/or their respective content; (xi) post, distribute or reproduce in any way any copyrighted material, trademarks or other proprietary information without obtaining the prior consent of the owner of such proprietary rights; (xii) remove any copyright, trademark or other proprietary rights notices contained on the Site and/or in the App; (xiii) interfere with or disrupt the App, Site and/or the servers or networks connected to same; (xiv) post, offer for download, e-mail or otherwise transmit any material that contains 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; (xv) post, offer for download, transmit, promote or otherwise make available any software, product or service that is illegal or that violates the rights of a third party including, but not limited to, spyware, adware, programs designed to send unsolicited advertisements (i.e. "spamware"), services that send unsolicited advertisements, programs designed to initiate "denial of service" attacks, mail bomb programs and programs designed to gain unauthorized access to mobile networks; (xvi) "frame" or "mirror" any part of the App and/or Site without Education Sports Community's prior written authorization; (xvii) use metatags or code or other devices containing any reference to any SwapSquad™ Offerings in order to direct any person to any other mobile application or website for any purpose; (xviii) contain or link to material associated with any form of gambling or wagering involving money, merchandise, property or other items of value; and/or (xix) modify, adapt, sublicense, translate, sell, reverse engineer, decipher, decompile or otherwise disassemble any portion of the SwapSquad™ Offerings or any software used in or in connection with SwapSquad™ Offerings. Engaging in any of the aforementioned prohibited practices shall be deemed a breach of the Agreement and may result in the immediate termination of your access to the App and/or Site without notice, in the sole discretion of Education Sports Community. Education Sports Community reserves the right to pursue any and all legal remedies against Users that engage in the aforementioned prohibited conduct

Conditions of Participation

Prohibited Conduct: Education Sports Community reserves the right to investigate and take appropriate action against anyone who violates the Agreement including, without limitation, prohibiting the offending User from accessing the SwapSquad™ Offerings (including, without limitation, any Contest), suspending or terminating the account of the offending User and/or reporting the offending User to law enforcement authorities. You agree not to engage in any of the following activities in connection with your use of the SwapSquad™ Offerings:

• Submit false, misleading, or inaccurate personal information to create an account and/or enter a Contest;
• Engage in any type of fraud;
• Use automated means or any other tool providing pre-built Lineups that require no substantive input from the User (including, but not limited to, scripts and third-party tools) to interact with the SwapSquad™ Offerings;
• Tamper with the administration of a Contest ;
• Disable, remove, circumvent, damage, or otherwise interfere with any features (security related or otherwise) relating to the SwapSquad™ Offerings;
• Use a robot, spider, or scraping software or other automated means to access the SwapSquad™ Offerings;
• Abuse the SwapSquad™ Offerings;
• Create or submit any unwanted email ("spam") to other Users;
• Use or access the SwapSquad™ Offerings from any territory in which use of the SwapSquad™ Offerings is illegal or impermissible;
• Interfere with or disrupt the SwapSquad™ Offerings or servers or networks connected to the SwapSquad™ Offerings, or disobey any requirements, procedures, policies or regulations of networks connected to the SwapSquad™ Offerings;
• Violate any applicable local, state, national or international law, or any regulations having the force of law;
• Impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
• Harvest or collect email addresses or other contact information of other Users of the SwapSquad™ Offerings by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
• Post or transmit, or cause to be posted or transmitted, any communication or solicitation designed to obtain private information from any User, including account and password information;
• Promote any criminal activity or enterprise or provide instructional information about illegal activities;
• Sell or transfer your account;
• Collude with other Users to win or influence Contests;
• Post or transmit, or cause to be posted or transmitted, any content that is inappropriate, infringing, libelous, unlawful, or otherwise objectionable, as determined in the sole discretion of Education Sports Community; or
• Obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the SwapSquad™ Offerings.

Engaging in prohibited conduct may result in the suspension or termination of your account. Further, you acknowledge and agree that Education Sports Community may remove any User Content (as defined below) and terminate any Education Sports Community account at any time upon receipt of such claims or allegations from authorities or other third parties. Any attempt by a participant or any other individual to deliberately damage the SwapSquad™ Offerings or undermine the legitimate operations of any Contest may be considered a violation of criminal and or civil laws and Education Sports Community reserves the right to seek damages and other remedies from such individual to the fullest extent available by law.

Release: By registering an account or entering into any Contest, you agree that Education Sports Community may publicly display your username and Contest records and hereby grant Education Sports Community and its affiliates, suppliers, and licensors and licensees a perpetual, worldwide, royalty-free irrevocable, non-exclusive right and license to use your username and Contest records and to reproduce, modify, adapt, publish, publicly and digitally display, translate, create derivative works from, and/or distribute such materials or incorporate such materials into any form, medium, or technology, now known or later developed, throughout the world, and the right to copy, disclose, distribute, incorporate and otherwise use such material for any and all commercial or non-commercial purposes (including, without limitation, Education Sports Community promotional, marketing or related purposes) without additional compensation.

Errors: Education Sports Community is not responsible for any: (a) incorrect, invalid or incomplete entry information; (b) human errors; (c) technical malfunctions; (d) failures, including public utility or telephone outages; (e) omissions, interruptions, deletions, or defects of any telephone system or network, computer online systems, data, computer equipment, servers, providers or software (including, but not limited to software and operating systems that do not permit an entrant to participate in a Contest), including without limitation, any injury or damage to any entrant's or any other person's device relating to or resulting from participation in a Contest; (f) inability to access the SwapSquad™ Offerings, or any web pages that are part of or related to the SwapSquad™ Offerings; (g) theft, tampering, destruction or unauthorized access to, or alteration of Teams; (h) data that is processed late or incorrectly or is incomplete or lost due to telephone, postal issues, computer or electronic malfunction or traffic congestion on telephone lines or transmission systems, or the Internet, or any service provider's facilities, or any phone site or website or for any other reason whatsoever; and/or (i) typographical, printing or other errors, or any combination thereof.

Intellectual Property Rights

Content, Software and Trademarks: All title, ownership and intellectual property rights in and to the SwapSquad™ Offerings including, but not limited to, all proprietary information, copyrights, patents, trademarks, trade secrets, or other proprietary rights contained therein or provided therewith, are owned by Education Sports Community (including, its licensors and/or licensees). You acknowledge and agree that the SwapSquad™ Offerings contain proprietary and confidential information that is protected by copyright and other intellectual property laws. All SwapSquad™ Offerings Content is provided to you "AS IS" for your information and personal use only. While Education Sports Community uses reasonable efforts to include accurate and up-to-date information, Education Sports Community makes no warranties or representations as to its accuracy. Education Sports Community assumes no liability or responsibility for any errors or omissions in the content shown on the SwapSquad™ Offerings.

The "Education Sports Community" name and logo(s) are trademarks and service marks of Education Sports Community. Other company, product and service names and logos used and displayed via the SwapSquad™ Offerings, including the names and logos of the Pro Sports Leagues (and their respective teams) may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Education Sports Community. Nothing in these Terms or the SwapSquad™ Offerings should be construed as granting, by implication, estoppel or otherwise, any license or right to use any trademarks without the prior written permission of the applicable trademark owners in each instance. Your misuse of any trademark(s), or any other content via the SwapSquad™ Offerings, is strictly prohibited.

License: Subject to your compliance with these Terms, Education Sports Community grants you a limited, non-exclusive license to access and use the SwapSquad™ Offerings on your computer, Mobile Device, tablet, smart phone or other device for your personal and non-commercial use only. No part of any material, content, intellectual property, or data provided by Education Sports Community (collectively, "SwapSquad™ Offerings Content") may be reproduced in any form or incorporated into any information retrieval system, electronic or mechanical, other than for your personal use (but not for resale or redistribution). You acknowledge and agree that this license does not grant you the ability to reproduce, distribute, assign, sublicense, sell, prepare derivative works, or conduct any other such activity related to the SwapSquad™ Offerings Content found on or through the SwapSquad™ Offerings, except as expressly provided by these Terms. Education Sports Community reserves all rights in and to the SwapSquad™ Offerings not expressly granted to you under these Terms. You acknowledge and agree that your use of the SwapSquad™ Offerings does not grant you any ownership to any material, content, or data that you may access by or through your use of the SwapSquad™ Offerings.

User Content: You understand that all content created by Users of the SwapSquad™ Offerings ("User Content") including, but not limited to, profile information, Feedback and communications with other Users, whether privately or publicly transmitted or made available, is the sole responsibility of the person from which such User Content originated. You acknowledge and agree that you are responsible for any User Content that you may create, post, share, transmit or otherwise make available via the SwapSquad™ Offerings. Education Sports Community will not be responsible in any way for any User Content uploaded or otherwise provided via the SwapSquad™ Offerings. You acknowledge that Education Sports Community may or may not pre-screen User Content, but that Education Sports Community and its designees have the right, but not the obligation, in their sole discretion to permanently remove, un-remove, and/or delete User Content. You agree that you shall bear all the risks associated with your use of any User Content and you further acknowledge that you bear the sole risk for reliance on any User Content available on or through the SwapSquad™ Offerings. When you submit any User Content you grant Education Sports Community an irrevocable, fully-sublicensable, perpetual, worldwide, royalty-free, non-exclusive license to use, distribute, reproduce, modify, adapt, publish, broadcast, sell, translate, sublicense, and/or create derivative works of such User Content, without any notice or compensation to you or any other person (the "User Content License"). You confirm, represent, and warrant that you have all the rights, power, and authority necessary to grant the User Content License and that any User Content you submit or otherwise post via the SwapSquad™ Offerings is and shall be your own original work or work which you are authorized to supply. When you submit or post any User Content and you are the author of such User Content, you irrevocably and unconditionally waive all moral rights you may now or in the future have in any such User Content. Please note that User Content does not necessarily reflect the views of Education Sports Community, and Education Sports Community disclaims all responsibility for any such User Content and for any losses or expenses resulting from the use or appearance of any User Content.

You are solely responsible for your interactions with other Users of the SwapSquad™ Offerings. We reserve the right, but are under no obligation, to monitor such interactions between you and other Users of the SwapSquad™ Offerings. You acknowledge and expressly consent to the accessing, preserving, and disclosing of your account information and User Content if required to do so by law or upon Education Sports Community's good faith belief that such access, preservation or disclosure is reasonably necessary to: (a) comply with legal process; (b) enforce these Terms; (c) respond to claims that any User Content violates the rights of third-parties; (d) respond to your requests for customer service; or (e) protect our rights, property, or personal safety or security, and those of our licensors, licensees, affiliates, staff, Users and/or the public.

DMCA Notification: If you believe that your copyright has been infringed, please provide a written notice meeting all of the requirements of the Digital Millennium Copyright Act ("DMCA"). Your notice should contain the following:

• An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
• A description of the copyrighted work or other intellectual property that you claim has been infringed;
• A clear description of where the material that you claim is infringing is located within the SwapSquad™ Offerings;
• Your address, telephone number, and email address;
• A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
• A statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Please send all notices to:

Klein Moynihan Turco LLP
Attn: Copyright Attorney
450 Seventh Avenue, 40th Floor
New York, NY 10123
info@kleinmoynihan.com
Fax: (212) 216-9559

Third-Party Websites

The SwapSquad™ Offerings may include links to other websites or resources, including websites owned by the Pro Sports Leagues, as well as our Social Media Pages. You understand and agree that Education Sports Community has no control over the availability of such third party websites or resources and is not liable for any content, products, services, or other materials appearing on any third party websites. You further acknowledge and agree that Education Sports Community is not responsible or liable for any damage or loss caused or alleged to be caused by your use of or reliance on any such content, products, services, or materials of third party websites or resources. Any dealings you have with third parties while using the SwapSquad™ Offerings are between you and the third party, and you agree that Education Sports Community is not liable for any loss or claim that you may have against any such third party.

Indemnity and Release

To the maximum extent permitted by applicable law, you agree to defend, indemnify, release, and hold harmless Education Sports Community, its Covered Parties, and each of the foregoing's respective members, directors, officers, employees, agents, service providers, contractors, licensors, suppliers, subsidiaries, successors and assigns (collectively, "Indemnified Parties") from and against any and all losses, third-party claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys' fees) (collectively, "Claims") arising out of or relating to: (a) your breach of the Agreement; (b) your unauthorized use, access, or receipt of any SwapSquad™ Offerings; (c) any acts you take or fail to take relating to your use of the SwapSquad™ Offerings; and (d) claims based on publicity, defamation, or invasion of privacy. You agree that if any of the foregoing Indemnified Parties are the defendants, recipients or targets of a Claim, such Indemnified Parties may take exclusive control of the defense or settlement of such claim made against them; provided, that the foregoing shall not affect your duty to indemnify as set forth herein.

If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

Disclaimer of Warranties

EDUCATION SPORTS COMMUNITY DOES NOT WARRANT THAT YOUR USE OF THE SWAPSQUAD™ OFFERINGS IS LAWFUL IN ANY PARTICULAR JURISDICTION AND, IN ANY EVENT, EDUCATION SPORTS COMMUNITY SPECIFICALLY DISCLAIMS SUCH WARRANTIES. YOU UNDERSTAND THAT BY USING THE SWAPSQUAD™ OFFERINGS, YOU REPRESENT AND WARRANT THAT YOUR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE YOU ACCESS OR USE THE SWAPSQUAD™ OFFERINGS. YOUR USE OF THE SWAPSQUAD™ OFFERINGS IS AT YOUR SOLE RISK. THE SWAPSQUAD™ OFFERINGS ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS, EDUCATION SPORTS COMMUNITY, THE COVERED PARTIES AND THEIR RESPECTIVE MEMBERS, OFFICERS, DIRECTORS, EMPLOYEES, AND OTHER REPRESENTATIVES EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND PERTAINING TO THE SWAPSQUAD™ OFFERINGS, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, SECURITY, ACCURACY, AVAILABILITY, USE OF REASONABLE CARE AND SKILL, AND NON-INFRINGEMENT, AS WELL AS WARRANTIES ARISING BY USAGE OF TRADE, COURSE OF DEALING, AND COURSE OF PERFORMANCE. EDUCATION SPORTS COMMUNITY MAKES NO WARRANTY THAT: (A) THE SWAPSQUAD™ OFFERINGS WILL MEET YOUR REQUIREMENTS; (B) THE SWAPSQUAD™ OFFERINGS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE OR FREE OF VIRUSES OR BUGS; (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SWAPSQUAD™ OFFERINGS WILL BE ACCURATE OR RELIABLE; (D) YOU WILL BE ABLE TO GAIN ENTRY INTO ANY APPLICABLE LEAGUE/CONTEST; AND (E) ANY ERRORS IN OR ON THE SWAPSQUAD™ OFFERINGS WILL BE CORRECTED. ANY MATERIAL, CONTENT, OR INFORMATION DOWNLOADED OR OTHERWISE OBTAINED AND/OR USED THROUGH THE SWAPSQUAD™ OFFERINGS IS DONE AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM THE DOWNLOAD OF ANY SUCH MATERIAL, CONTENT OR INFORMATION. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM EDUCATION SPORTS COMMUNITY ON OR THROUGH THE SWAPSQUAD™ OFFERINGS SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

Limitation of Liability

YOU UNDERSTAND AND AGREE THAT UNDER NO CIRCUMSTANCES WILL EDUCATION SPORTS COMMUNITY BE LIABLE TO YOU FOR INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, PROPERTY DAMAGE, GOODWILL, USE, DATA, OR OTHER TANGIBLE OR INTANGIBLE LOSSES OR ANY OTHER DAMAGES BASED ON CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY. WITHOUT LIMITING THE FOREGONG, TO THE FULLEST EXTENT PERMISSIBLE BY LAW, EDUCATION SPORTS COMMUNITY SHALL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR: (a) THE USE OR THE INABILITY TO USE THE SWAPSQUAD™ OFFERINGS; (B) THE INABILITY TO INSTALL, OR REINSTALL, THE APP ON ANY MOBILE DEVICE; (C) UNAUTHORIZED ACCESS TO, OR ALTERATION OF, YOUR REGISTRATION DATA, FEEDBACK AND/OR OTHER PERSONALLY IDENTIFIABLE OR NON-PERSONALLY IDENTIFIABLE INFORMATION THAT WAS COLLECTED BY AND/OR THROUGH THE SITE/APP OR OTHER SWAPSQUAD™ OFFERINGS INCLUDING, WITHOUT LIMITATION, SEARCH TERMS ENTERED ON THE SITE, WEBSITE REFERRERS, DEVICE TYPES (DESKTOP, MOBILE, TABLET, ETC.), BROWSER TYPES, SITE/APP PAGES VISITED, TIME SPENT ON EACH SITE/APP PAGE, NAVIGATION PATH THROUGH THE SITE/APP, AND/OR ANY ACTION TAKEN ON THE SITE AND/OR THROUGH THE APP, INCLUDING CLICKS, DOWNLOADS AND FORM SUBMISSIONS; (D) ANY ISSUE RELATED TO THE TIMELINESS, ACCURACY OR RELIABILITY OF EDUCATION SPORTS COMMUNITY STATS, CONTENT AND/OR EDUCATION SPORTS COMMUNITY LEADERBOARDS THAT ARE MADE AVAILABLE IN CONNECTION WITH THE SWAPSQUAD™ OFFERINGS; (E) THE CANCELLATION OF ANY CONTEST(S), AS PERMITTED HEREUNDER OR UNDER THE RULES; (F) YOUR FAILURE TO GAIN ENTRY INTO ANY APPLICABLE LEAGUE/CONTEST; OR (G) ANY OTHER MATTER RELATING TO THE SWAPSQUAD™ OFFERINGS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THIS LIMITATION APPLIES TO ALL CAUSES OF ACTION, IN THE AGGREGATE INCLUDING, BUT NOT LIMITED TO, BREACH OF CONTRACT, BREACH OF WARRANTY, NEGLIGENCE, STRICT LIABILITY AND MISREPRESENTATIONS. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY RELEASE EDUCATION SPORTS COMMUNITY FROM ANY AND ALL OBLIGATIONS, LIABILITIES, AND CLAIMS IN EXCESS OF THE LIMITATION STATED HEREUNDER. IF APPLICABLE LAW DOES NOT PERMIT SUCH LIMITATION, THE MAXIMUM LIABILITY OF EDUCATION SPORTS COMMUNITY TO YOU UNDER ANY AND ALL CIRCUMSTANCES WILL BE ONE THOUSAND DOLLARS ($1,000.00). THE NEGATION OF DAMAGES SET FORTH ABOVE IS A FUNDAMENTAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN YOU AND EDUCATION SPORTS COMMUNITY. THE SWAPSQUAD™ OFFERINGS WOULD NOT BE MADE AVAILABLE TO YOU WITHOUT SUCH LIMITATIONS. SOME JURISDICTIONS, SUCH AS THE STATE OF NEW JERSEY, MAY NOT ALLOW CERTAIN LIMITATIONS ON LIABILITY SET FORTH ABOVE AND IN SUCH JURISDICTIONS THE LIABILITY OF EDUCATION SPORTS COMMUNITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Dispute Resolution By Binding Arbitration:

The Agreement shall be treated as though it were executed and performed in New York, NY and shall be governed by and construed in accordance with the laws of the State of New York (without regard to conflict of law principles) and any proceeding arising in connection with the Agreement may only be brought under the statutes and common law of the State of New York. The parties (and Covered Parties) hereby agree to arbitrate all claims that may arise under and/or relate to the SwapSquad™ Offerings, the Agreement and/or any other aspect of the relationship between the parties (and Covered Parties). Without limiting the foregoing, should a dispute arise concerning the SwapSquad™ Offerings, the terms and conditions, the Agreement or the breach of same by any party hereto or any other aspect of the relationship between the parties (and Covered Parties), the parties/Covered Parties agree to adhere to the procedure set forth below..

Initial Dispute Resolution: Before proceeding to arbitration or any other dispute resolution forum, you agree to first commence a formal dispute proceeding by completing and submitting an Initial Dispute Notice which can be found Here. The parties shall use their best efforts to resolve and settle any dispute, claim, question, disagreement, and engage in good faith negotiations, which shall be a condition precedent to either party initiating a lawsuit or arbitration. The Covered Party(ies) named in your Initial Dispute Notice (collectively, the "Named Parties") may choose to provide you with a final written settlement offer after receiving your Initial Dispute Notice ("Final Settlement Offer"). If the parties do not reach an agreed upon solution within a period of thirty (30) days following submission of an Initial Dispute Notice, then either party may initiate binding arbitration as the sole means to resolve claims, subject to the terms set forth below; provided, however, that first, you must provide Education Sports Community with proof that you accessed the Site or App and provided consent to the terms of the Agreement.

Arbitration Agreement and Procedures: Arbitration will be administered by JAMS, in accordance with the then-current General Arbitration Rules & Procedures of JAMS, applying the substantive laws of the State of New York. Subject to the requirement to pursue settlement above, you submit your dispute for resolution by arbitration before JAMS, in your county of residence, by filing a separate Demand for Arbitration, which is made available on the JAMS website located here. The arbitrator, and not any federal, state, or local court or agency, shall have exclusive authority to resolve any dispute arising out of or relating to the interpretation, applicability, enforceability or formation of this Arbitration Agreement, any part of it, or of the Agreement including, but not limited to, any claim that all or any part of this Arbitration Agreement or the Agreement is void or voidable, or whether a claim is subject to arbitration. You agree that by entering into these Terms, you and Education Sports Community are each waiving the right to a trial by jury or to participate in a class action; provided, however, that Education Sports Community reserves the right to require that any and all User claims be combined and conducted under the JAMS Mass Arbitration Procedures and Guidelines where there are seventy-five (75) or more arbitration demands pending against Education Sports Community that are similar to the demand for arbitration submitted by you. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. For claims of Ten Thousand Dollars ($10,000.00) or less, you can choose whether the arbitration proceeds in person, by telephone or based only on submissions. If the arbitrator awards you relief that is greater than the applicable Final Settlement Offer, then the applicable Named Party(ies) will pay all filing, administration and arbitrator fees associated with the arbitration and, if you retained an attorney to represent you in connection with the arbitration, the applicable Named Party(ies) will reimburse any reasonable attorneys' fees that your attorney accrued for investigating, preparing and pursuing the claim in arbitration. Any award rendered shall be final and conclusive to the parties and a judgment thereon may be entered in any court of competent jurisdiction. Although the Named Parties may have a right to an award of attorneys' fees and expenses if they prevail in arbitration, the Named Parties will not seek such an award from you unless the arbitrator determines that your claim was frivolous.

Class Action Waiver: To the extent permitted by law, and other than where Education Sports Community requires same as set forth above, you agree that you will not bring, join or participate in any class action lawsuit as to any claim, dispute or controversy that you may have against Education Sports Community, any Covered Party(ies), and/or their respective employees, officers, directors, members, representatives and/or assigns. You agree to the entry of injunctive relief to stop such a lawsuit or to remove you as a participant in the suit. You agree to pay the attorney's fees and court costs that Education Sports Community and/or the applicable Named Party(ies) incur(s) in seeking such relief. This provision preventing you from bringing, joining or participating in class action lawsuits: (a) does not constitute a waiver of any of your rights or remedies to pursue a claim individually and not as a class action in binding arbitration as provided above; and (b) is an independent agreement.

Confidentiality: All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties.

Severability: If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (c) titled "Class Action Waiver" above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified.

30-Day Right to Opt-Out: You have the right to opt-out and not be bound by the Arbitration Agreement and class action waiver provisions set forth above by sending notice of your decision to opt-out to the following email address: info@swapsquad.io. The notice must be sent within thirty (30) days of the date that you first register your account; otherwise you shall be bound to arbitrate disputes in accordance with the terms of the Arbitration Agreement.

Statute of Limitations: You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the SwapSquad™ Offerings or the Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

Termination/Suspension

Education Sports Community may terminate or suspend your access to any or all parts of the SwapSquad™ Offerings, without prior notice or liability, if you breach the Agreement. Upon termination of your account, your rights to use the SwapSquad™ Offerings will cease immediately.

Notice to U.S. Government Users

The App is a "commercial item" as that term is defined at 48 C.F.R. 2.101, consisting of "commercial computer software" and "commercial computer software documentation" as such terms are used in 48 C.F.R. 12.212. Consistent with 48 C.F.R. 12.212 and 48 C.F.R. 227.7202-1 through 227.7202-4, all U.S. Government Users acquire the App with only those rights set forth therein.

General

The Agreement constitutes the entire agreement between you and Education Sports Community and governs your use of the SwapSquad™ Offerings, superseding any prior agreements between you and Education Sports Community with respect to your use of the SwapSquad™ Offerings; provided, however, that with respect to the Contests, to the extent that anything in these Terms is inconsistent with the applicable Contest Rules, those Contest Rules, as applicable, shall take precedence. The failure of Education Sports Community to exercise or enforce any right or provision of the Agreement will not constitute a waiver of such right or provision. Nothing in the Agreement shall create or confer any rights or other benefits in favor of any third parties except as specifically provided herein. Nothing in the Agreement shall create or be deemed to create a partnership, agency, trust arrangement, fiduciary relationship or joint venture between the parties. Unless otherwise stated to the contrary in connection with a potential promotional relationship, no individual athlete, or Pro Sports League or any team associated with any Pro Sports League or amateur sports league is associated with Education Sports Community or in any way affiliated or associated with the Contests offered through the SwapSquad™ Offerings. If a court of competent jurisdiction deems any provision of the Agreement invalid, the invalidity of such provision shall not affect the validity of the remaining provisions of the Agreement, which shall remain in full force and effect. The Agreement shall be binding on your successors, heirs, personal representatives, and permitted assigns. You may not assign or transfer any of your rights or obligations under the Agreement without our prior written consent, which may be withheld in our sole discretion. We may assign rights or delegate duties under the Agreement in our sole discretion. The section titles in the Agreement are for convenience only and have no legal or contractual effect. Notices to you may be made via email associated with your account. Education Sports Community may also provide notices to you of changes to the Agreement or other matters by displaying notices or links to notices generally by and through the SwapSquad™ Offerings.

Contact

Electronic Communication: You acknowledge and agree that by clicking on the submit button, or taking such other action as may be designated by Education Sports Community as a means of accepting the Agreement, you are submitting a legally binding electronic signature and entering into a legally binding contract. You acknowledge that your electronic submission constitutes your agreement and intent to be bound by the Agreement. Pursuant to any and all applicable statutes, regulations, rules, ordinances or other laws including, without limitation, the United States Electronic Signatures in Global and National Commerce Act, P.L. 106-229 (the "E-Sign Act") or other similar statutes, YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS AND OTHER RECORDS AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED THROUGH THE SWAPSQUAD™ OFFERINGS. Further, you hereby waive any right or requirement under any statutes, regulations, rules, ordinances or other law in any jurisdiction which requires: (a) an original signature; and (b) delivery or retention of non-electronic records.

Contact Information: If you have any questions or concerns regarding these Terms or the SwapSquad™ Offerings, please contact us at info@swapsquad.io.