Terms of Service

Introduction

Welcome to PerfectCall Sports, Inc. ("PerfectCall," "we," "us," or "our"). These Terms of Service ("Terms") represent a binding legal agreement between you ("User," "you," or "your") and PerfectCall Sports, Inc., a company based in California.

By accessing or using our website, mobile applications, products, or services (collectively, the "Services"), you agree to be bound by these Terms, our Privacy Policy, and any additional terms or conditions that may apply to specific portions of our Services.

These Terms apply to the website, mobile applications, emailed quotes, or order forms collectively referred to as the "Site," from which these Terms are linked. The Terms also extend to any future modifications to our Services and any additional terms that may be specific to certain parts of our offerings.

Use of the Service

1. Eligibility

By accessing or using the Services, you represent and warrant that you are at least 18 years old, or the legal age of majority in your jurisdiction, and have the legal capacity to enter into this agreement.

2. Account Registration

To access certain features of the Services, you may need to create an account. When creating an account, you agree to provide accurate, current, and complete information.

3. Limited Right to Use the Services

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for personal, non-commercial purposes.

4. Prohibited Activities

You agree not to engage in any of the following prohibited activities while using the Services:

• Copying, distributing, or disclosing any part of the Services in any medium
• Using any automated system to access the Services
• Engaging in unauthorized framing of or linking to the Services
• Attempting to interfere with or compromise system integrity or security

5. Intellectual Property Ownership

All content, materials, and services provided on or through the Site are owned by or licensed to PerfectCall Sports, Inc. You acknowledge and agree that the Site and all materials contained therein are the exclusive property of PerfectCall or its licensors and are protected by applicable copyright, trademark, and other proprietary rights laws.

6. Modification Rights

We reserve the right, in our sole discretion, to modify, suspend, or discontinue any part of the Services at any time without notice to you. We shall not be liable to you or any third party for any modification, suspension, or discontinuation of the Services.

7. User Responsibilities

You are responsible for maintaining the confidentiality of your account information and for all activities that occur through your account. You agree to use the Services in compliance with all applicable laws and regulations. If you become aware of any unauthorized access to your account, you agree to notify us immediately. We are not liable for any damages or losses caused by your failure to maintain your account’s confidentiality.

8. Remedies for Breach

If you violate these Terms, we reserve the right to take any action we deem appropriate, including suspending or terminating your access to the Services, reporting your activities to law enforcement authorities, and pursuing legal action. You agree to indemnify and hold us harmless from any claims or damages arising from your breach of these Terms.

Modification of the Product and the Service

PerfectCall Sports, Inc. reserves the right, in its sole discretion, to modify, update, or discontinue the Services, the Products, or any portion thereof, at any time without prior notice. These modifications may include changes to features, functionalities, and the content of the Services or Products. You acknowledge and agree that we are not liable for any modification, suspension, or discontinuation of the Services or Products.

9. Service Interruptions

From time to time, we may need to perform maintenance, updates, or implement other changes that may temporarily affect the availability of the Services. We will make reasonable efforts to provide notice of any planned outages, but cannot guarantee that such notice will always be provided. By using our Services, you accept that interruptions may occur, and we shall not be liable for any losses or inconveniences resulting from such interruptions.

10. Product Changes

PerfectCall may, at its sole discretion, make enhancements, improvements, or adjustments to any hardware or software component of the Products to improve their performance, features, or safety. We reserve the right to make these changes without any obligation to apply such modifications to previously sold or existing Products.

11. User Responsibility

You are responsible for keeping informed of any modifications that we make to the Services or Products. Continued use of the Services following any such changes constitutes your acceptance of those changes. If you do not agree with the changes, your sole remedy is to stop using the Services.

12. No Obligation to Support

We have no obligation to provide support, maintenance, or updates to the Services or Products, unless specifically agreed otherwise in a separate contract or warranty. Any support provided by us will be at our sole discretion and may be modified or terminated at any time.

13. Third-Party Modifications

Any modifications, enhancements, or customizations made to our Products or Services by third parties without our prior written approval are strictly prohibited. We will not be liable for any damages, losses, or issues that result from unauthorized modifications, and any warranties may be voided as a result of such actions.

14. Ownership; Third-Party Software and Services

1. Ownership and Proprietary Rights

All content, materials, software, and services provided through our Products and Services, including but not limited to text, graphics, logos, videos, software code, patents, and trade secrets, are the exclusive property of PerfectCall Sports, Inc. or our licensors and are protected by applicable copyright, trademark, patent, and other intellectual property laws. You acknowledge and agree that PerfectCall retains all rights, title, and interest in and to the Services and Products, including any enhancements, modifications, or derivative works. You may not copy, modify, distribute, display, perform, or create derivative works from any of our content without our prior written consent. This agreement does not confer any ownership rights to you, and any unauthorized use may result in legal action.

2. Trademark Rights

All trademarks, service marks, trade names, logos, and branding ("Trademarks") used in connection with our Services are owned by PerfectCall Sports, Inc. or its licensors. You may not use, copy, modify, or display any of our Trademarks in any manner that is likely to cause confusion about the source, ownership, or affiliation of the Trademarks without our prior written permission. Unauthorized use of our Trademarks is strictly prohibited and may result in legal action, including injunctions, damages, and penalties.

3. Third-Party Software and Services

The Services may include or integrate third-party software, services, APIs, or content provided by entities other than PerfectCall Sports, Inc. ("Third-Party Services"). Your use of Third-Party Services is subject to the applicable terms and conditions of the third-party provider, and you acknowledge that PerfectCall has no control over such services. We make no warranties or representations regarding the quality, functionality, availability, or performance of any Third-Party Services. Any interactions, transactions, or communications with third parties found on or through our Services are solely between you and those third parties, and PerfectCall is not responsible for any issues arising from such interactions. Use of Third-Party Services is entirely at your own risk, and you agree to hold PerfectCall harmless for any claims arising from your use of such services.

4. Third-Party Notices and Communications

Some components of our Products and Services may include open-source software or other third-party components that require notices or attribution to the original authors. You agree to comply with any such notices or requirements, which may be provided within the Services or accompanying documentation. Additionally, any communications or dealings with third parties, including advertisers or service providers found on or through our Services, are solely between you and the third party. PerfectCall will not be responsible or liable for any claims, losses, damages, or other liabilities arising from such dealings or communications. We encourage you to verify the identity and trustworthiness of third-party sources before proceeding with any interactions.

5. Restrictions on Use

You may not reverse engineer, decompile, or disassemble any part of our Services or Products, except to the extent permitted by applicable law. You are also prohibited from using the Services to monitor third parties without consent, engaging in unethical or fraudulent schemes, or using any software or devices that interfere with the proper functioning of the Services. Any unauthorized use of our intellectual property or that of our licensors may result in civil or criminal penalties, including the immediate termination of your access to the Services and potential legal action.

6. Limited License Scope

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Services solely for personal, non-commercial purposes. This license does not grant you any ownership rights, and we reserve the right to revoke your access at any time at our sole discretion. Any unauthorized resale, commercial use, or exploitation of our Services is strictly prohibited.

7. Detailed Licensing and Liability

The Services may contain software that is licensed under open-source licenses or other types of licenses that require us to make the source code available or provide notices. You agree to comply with all such licensing requirements. We disclaim any liability for damages or issues arising from third-party components, and your sole remedy in such cases is to discontinue the use of the Services that contain third-party elements.

15. User Content and Feedback

1. Ownership of User Content

By submitting, posting, or displaying any content, including but not limited to text, images, videos, or other materials (“User Content”), on or through our Services, you grant PerfectCall Sports, Inc. a worldwide, non-exclusive, royalty-free, perpetual, irrevocable, sublicensable, and transferable license to use, reproduce, modify, adapt, publish, translate, distribute, create derivative works from, perform, and display such User Content in connection with operating and promoting our Services. You represent and warrant that you have all necessary rights, permissions, and authority to grant the above license to PerfectCall and that your User Content does not infringe upon the rights of any third party.

2. Ownership of User Content

You retain ownership of any intellectual property rights that you hold in your User Content. By submitting User Content, you represent and warrant that you are the original author or owner of the User Content, or that you have obtained all necessary rights, licenses, or permissions to submit the User Content and grant the licenses set forth in these Terms. You are solely responsible for your User Content and any consequences of posting or publishing it. You further acknowledge that PerfectCall is under no obligation to treat any User Content as confidential.

3. No Duty to Monitor

PerfectCall Sports, Inc. is not obligated to monitor, review, or edit User Content. However, we reserve the right, in our sole discretion, to remove, edit, or refuse to display any User Content that violates these Terms, is unlawful, or that we deem inappropriate, without notice to you. Monitoring may occur before or after User Content is posted, and we may disclose any necessary information to third parties if deemed necessary for legitimate reasons, including compliance with legal obligations. You acknowledge that any reliance on User Content posted by other users is at your own risk.

4. Feedback

If you provide us with any feedback, suggestions, ideas, or recommendations regarding our Services (“Feedback”), you grant PerfectCall Sports, Inc. a perpetual, irrevocable, royalty-free, fully paid-up, worldwide, sublicensable, and transferable license to use, modify, create derivative works of, and otherwise exploit such Feedback for any purpose, including improving and marketing our Services. Feedback is treated as non-confidential, and PerfectCall has no obligation to implement your Feedback or compensate you for it. Feedback will be treated as User Content and subject to the same licensing terms.

5. User Content Representations

You represent and warrant that your User Content complies with all applicable laws and does not contain any material that is defamatory, obscene, threatening, fraudulent, tortious, or otherwise offensive. You agree not to submit content that is false, misleading, or intended to deceive others. You further agree not to submit content that infringes on the intellectual property rights, privacy rights, or other legal rights of any third party. You waive any and all moral rights or rights regarding attribution of authorship in relation to your User Content.

6. No Submission of Confidential Information

You agree not to submit any information or content that you consider to be confidential or proprietary. Any personal information that you choose to submit is done at your own risk, and we are not responsible for maintaining its confidentiality.

7. Indemnification for User Content

You agree to indemnify, defend, and hold harmless PerfectCall Sports, Inc., its affiliates, officers, directors, employees, and agents from any and all claims, damages, losses, liabilities, costs, or expenses (including reasonable attorneys' fees) arising out of or related to your User Content, including but not limited to claims of intellectual property infringement, defamation, privacy violations, or any other legal claims resulting from your User Content.

16. Waiver; Assumption of Risk

1. Product Use Disclaimer

By using any product or service provided by PerfectCall Sports, Inc., including but not limited to communication devices used in sporting activities, you acknowledge and agree that such use involves inherent risks. These risks include, but are not limited to, physical injury, equipment failure, environmental conditions, and other dangers associated with sporting activities. You assume full responsibility for any risks, injuries, or damages that may occur while using our products or participating in any activities related to our Services.

2. Waiver of Liability

To the fullest extent permitted by applicable law, you hereby release, waive, and discharge PerfectCall Sports, Inc., its affiliates, officers, directors, employees, agents, and representatives from any and all claims, liabilities, damages, losses, or expenses (including reasonable attorneys' fees) arising from or related to your use of our products or services. This waiver includes any claims for negligence, product liability, breach of warranty, or any other legal theory, whether known or unknown at the time of use. This waiver expressly includes a waiver of California Civil Code Section 1542, which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party."

3. Assumption of Risk

You acknowledge that participation in sporting activities inherently involves risk, including the risk of serious injury or death. You voluntarily and knowingly assume all risks associated with the use of our products and Services, whether such risks are known or unknown, including risks that may arise from the negligence of others. You agree that PerfectCall Sports, Inc. shall not be liable for any injuries or damages resulting from your use of the products or participation in any related activities. You acknowledge that these risks may include both foreseeable and unforeseeable risks and agree to accept full responsibility for any such risks.

4. No Warranty

PerfectCall Sports, Inc. makes no warranties, express or implied, regarding the safety, performance, or fitness for a particular purpose of its products or Services. All products and Services are provided “as is” and “as available,” and you agree to use them at your own risk. We expressly disclaim any warranties of merchantability, fitness for a particular purpose, or non-infringement.

5. Indemnification

You agree to indemnify, defend, and hold harmless PerfectCall Sports, Inc., its affiliates, officers, directors, employees, agents, and representatives from any and all claims, liabilities, damages, losses, or expenses (including reasonable attorneys' fees) arising out of or related to your use of our products or services, including but not limited to claims of personal injury, property damage, or any other losses resulting from your participation in sporting activities or use of our products.

6. Limitation of Liability

Under no circumstances shall PerfectCall Sports, Inc. be liable for any indirect, incidental, consequential, special, punitive, or exemplary damages arising out of or in connection with the use of our products or Services, even if advised of the possibility of such damages. Our total liability to you for all claims arising out of or relating to the use of our products or Services shall not exceed the amount you paid, if any, for the products or Services in question.

7. Binding Effect

This waiver and assumption of risk is binding upon you, your heirs, next of kin, executors, administrators, assigns, and personal representatives. You agree that this section is intended to be as broad and inclusive as permitted by applicable law and that if any portion is held to be invalid, the remaining provisions shall continue in full force and effect.

17. Indemnity

1. Indemnification Obligations

You agree to indemnify, defend, and hold harmless PerfectCall Sports, Inc., its affiliates, officers, directors, employees, agents, licensors, and representatives from and against any and all claims, liabilities, damages, losses, costs, and expenses (including but not limited to reasonable attorneys' fees and court costs) arising out of, or in connection with: (a) your use or misuse of our products or Services; (b) your violation of these Terms or any applicable law or regulation; (c) your violation of any rights of a third party, including but not limited to intellectual property, privacy, or publicity rights; (d) any misrepresentation made by you; or (e) any negligence or willful misconduct by you or anyone using your account. This indemnity covers all claims regardless of whether they are known or unknown, foreseen or unforeseen.

2. Scope of Indemnity

This indemnification obligation will survive the termination or expiration of these Terms and your use of our products or Services. We reserve the right to control the defense of any claim subject to indemnification by you, including the choice of counsel and the right to settle any claim at our sole discretion, without limiting your indemnification obligations. You agree to cooperate fully with us in the defense of any claim and to provide us with all information and assistance reasonably requested. We may, at our own expense, assume exclusive control of the defense of any matter otherwise subject to indemnification by you.

3. Exclusions for Gross Negligence or Willful Misconduct

Notwithstanding the foregoing, your indemnification obligations do not apply to claims arising out of the gross negligence, recklessness, or willful misconduct of PerfectCall Sports, Inc., its officers, directors, employees, or agents.

4. Third-Party Claims

If a third party makes a claim against PerfectCall Sports, Inc. as a result of your actions or omissions, you agree to reimburse PerfectCall for any damages, losses, or expenses, including reasonable attorneys' fees, that we incur in connection with such claims. This includes claims arising from any alleged breach of your representations, warranties, or obligations under these Terms, as well as claims related to your User Content or activities involving our Services. You further agree that your obligation to indemnify includes all costs incurred in enforcing this indemnity, including expenses associated with pursuing claims against your insurance providers.

5. Notice of Claims

If we receive a claim for which we are entitled to indemnification under this section, we will promptly notify you in writing. Failure to promptly notify you will not relieve you of your indemnification obligations, except to the extent that such failure materially prejudices your ability to defend the claim. We reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims.

6. No Settlement Without Consent

You may not settle or resolve any claim subject to indemnification under this section without our prior written consent, unless the settlement or resolution releases PerfectCall from any and all liability and does not require payment or impose any obligations on us.

7. Insurance Provider Costs

You agree that your indemnification obligations extend to costs associated with enforcing our rights under this indemnity, including claims against any third-party insurance providers. PerfectCall Sports, Inc. is entitled to recover any expenses, including attorneys' fees, incurred in pursuing indemnity from your insurance providers or other sources.

18. Disclaimers; No Warranties

1. No Warranties

To the maximum extent permitted by applicable law, PerfectCall Sports, Inc. provides the Services and Products on an “as is” and “as available” basis, without any warranties of any kind, whether express, implied, statutory, or otherwise. This includes, but is not limited to, warranties of merchantability, fitness for a particular purpose, non-infringement, title, accuracy, or reliability. We do not warrant that the Services or Products will meet your requirements, be uninterrupted, timely, secure, or error-free, or that any defects will be corrected. You acknowledge that any use of our Products or Services is at your own risk.

2. No Guarantee of Results

You acknowledge that the use of our Products and Services, particularly in the context of sporting activities, involves inherent risks, and outcomes may vary. PerfectCall makes no guarantees, representations, or warranties as to the results or effectiveness of the Products or Services in any specific scenario or application. Your use of the Products and Services is entirely at your own risk.

3. California Civil Code Section 1542 Waiver

You expressly waive any rights under California Civil Code Section 1542, which states: "A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release and that, if known by him or her, would have materially affected his or her settlement with the debtor or released party." This waiver applies to all claims arising from your use of our Products or Services.

4. Limitation of Warranty on Third-Party Content

The Services may include content, software, or services provided by third parties. PerfectCall Sports, Inc. makes no representations or warranties regarding any third-party content, including its accuracy, reliability, or completeness. Any use or reliance on third-party content is at your own risk, and we are not responsible for any damages or losses arising from such use. Third-party components may be subject to additional terms and limitations, and any warranties for those components are limited to what is provided by the third-party providers.

5. No Warranty for Security

While we strive to maintain the security of our Products and Services, PerfectCall Sports, Inc. makes no warranty that the Services, Products, or any related information will be secure or free from viruses, malware, or other harmful components. You are solely responsible for implementing adequate security measures to protect your systems and data.

6. No Warranty for Availability

PerfectCall Sports, Inc. does not guarantee that the Services or Products will be available at all times or that they will be free from interruptions, errors, or delays. Any scheduled maintenance, updates, or unforeseen outages may impact your access to the Services, and we shall not be liable for any inconvenience or loss resulting from such disruptions.

7. No Use for Critical Purposes

The Products and Services are not intended for use in any medical, legal, nutritional, or emergency response purposes. You acknowledge and agree that you will not rely on the Products or Services for any purpose that involves significant health or safety risks, and PerfectCall disclaims any liability for such use.

8. Disclaimer of Liability

To the fullest extent permitted by applicable law, PerfectCall Sports, Inc. disclaims all liability for any direct, indirect, incidental, consequential, special, punitive, or exemplary damages arising out of or in connection with the use of the Products or Services, even if we have been advised of the possibility of such damages. This includes, but is not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses.

9. Consumer Rights

Some jurisdictions do not allow the exclusion of certain warranties or limitations of liability. If applicable law does not allow the exclusion of certain warranties, those warranties are limited to the minimum extent required by law.

10. Use of Evolving Technology

Our Products and Services may utilize technologies such as artificial intelligence that are evolving and may not always provide accurate or error-free results. PerfectCall makes no guarantees regarding the accuracy or reliability of results derived from such technology. Your use of these technologies is at your own risk, and we disclaim any liability for decisions made based on such outputs.

19. Limitation of Liability

1. No Indirect Damages

To the fullest extent permitted by applicable law, PerfectCall Sports, Inc. shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages arising out of or in connection with the use of, or inability to use, our Products or Services, even if we have been advised of the possibility of such damages. This includes, but is not limited to, damages for loss of profits, goodwill, data, or other intangible losses.

2. Cap on Liability

To the maximum extent permitted by applicable law, PerfectCall Sports, Inc.'s total cumulative liability to you for any claims arising out of or relating to the use of the Products or Services, whether in contract, tort, or otherwise, shall not exceed the greater of $100 or the amount you paid, if any, to PerfectCall for the specific Product or Service giving rise to the claim. If no payment was made, our liability shall be limited to the minimum amount permitted by applicable law.

3. Assumption of Risk

You acknowledge and agree that the use of our Products and Services involves inherent risks, including but not limited to physical injury, equipment malfunction, and unpredictable external conditions. By using our Products and Services, you assume all such risks voluntarily and understand that PerfectCall Sports, Inc. shall not be liable for any injuries or damages resulting from these risks.

4. Class Action Waiver and Arbitration Requirement

To the fullest extent permitted by applicable law, all disputes arising out of or relating to these Terms or the Products and Services must be resolved on an individual basis through binding arbitration. You hereby waive your right to participate in any class, collective, or representative action against PerfectCall Sports, Inc. Any claims must be pursued in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding.

5. Third-Party Liability

PerfectCall Sports, Inc. shall not be liable for any third-party services, content, or software integrated into or accessible through our Products or Services. Any issues arising from third-party components are the sole responsibility of the respective third-party providers, and we disclaim all liability arising from such third-party components, even if we have been advised of their potential issues.

6. Jurisdictional Limitations

Some jurisdictions do not allow the exclusion or limitation of liability for certain types of damages, such as incidental or consequential damages. In such cases, the exclusions and limitations set forth in this section shall apply to the fullest extent permitted by applicable law. If applicable law does not allow the limitation of liability, our liability shall be limited to the minimum extent required by law.

7. Risk Allocation Clause

The limitations on liability set forth in this section reflect a reasonable allocation of risk between you and PerfectCall Sports, Inc. and form a fundamental basis of the agreement. Without these limitations, the pricing and availability of our Products and Services would be substantially different. By using our Products and Services, you agree that these limitations are fair and reasonable.

8. Acknowledgment

By using our Products and Services, you acknowledge and agree that the limitations of liability set forth in this section are a fundamental part of the agreement between you and PerfectCall Sports, Inc., and that without these limitations, the pricing and availability of our Products and Services would be substantially different.

20. Governing Law, Dispute Resolution, and Arbitration

1. Governing Law

These Terms, including their interpretation, formation, and performance, shall be governed by and construed in accordance with the laws of the State of California, without regard to its conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to these Terms. The arbitration agreement and any arbitration conducted under these Terms shall be governed exclusively by the Federal Arbitration Act, excluding any state or municipal law of arbitration.

2. Informal Dispute Resolution

Before initiating any formal dispute resolution process, you agree to contact PerfectCall Sports, Inc. at [contact information] to attempt to resolve any disputes or claims through informal negotiation. We will make reasonable efforts to resolve any complaints or disputes you have in good faith within 30 days of receiving notice of the dispute.

3. Opt-Out of Arbitration

You have the right to opt-out of the arbitration provisions of these Terms by providing written notice of your decision to opt-out within thirty (30) days of first agreeing to these Terms. Your notice must include your name, address, and a clear statement that you wish to opt-out of arbitration. If you opt-out of arbitration, the mandatory arbitration provisions of these Terms will not apply to you.

4. Binding Arbitration

If a dispute cannot be resolved through informal negotiation, you agree that any and all disputes arising out of or relating to these Terms, our Products, or Services will be resolved through binding arbitration administered by the American Arbitration Association (“AAA”) in accordance with its Consumer Arbitration Rules. Arbitration shall be conducted in English and held in California, or at another mutually agreed location. The arbitrator’s decision shall be final and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction.

5. Class Action Waiver

To the fullest extent permitted by applicable law, you agree that all disputes will be conducted solely on an individual basis and not in a class, collective, or representative action. You hereby waive your right to participate in any class, collective, or representative action against PerfectCall Sports, Inc. Any claims must be pursued in your individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding.

6. Notice of Arbitration

To initiate arbitration, you must provide PerfectCall Sports, Inc. with a written notice of the dispute that includes your name, address, contact information, a description of the nature of the dispute, and the specific relief sought. Notice should be sent to [contact information]. We will make reasonable efforts to resolve the dispute prior to initiating arbitration.

7. Exceptions to Arbitration

Notwithstanding the above, either you or PerfectCall Sports, Inc. may bring a lawsuit solely for injunctive relief to stop unauthorized use or abuse of the Products or Services, or for intellectual property infringement without first engaging in informal dispute resolution or arbitration. Either party may also seek interim injunctive relief to prevent irreparable harm while arbitration proceedings are pending.

8. Fees and Costs

Each party shall bear its own costs and attorneys' fees incurred in connection with arbitration, and the costs of arbitration shall be shared equally between the parties, unless the arbitrator determines that a different allocation is necessary to ensure a fair arbitration process. The arbitrator may also award reasonable pre-award expenses, including arbitrator fees, administrative fees, travel expenses, and attorneys' fees, to the prevailing party.

9. Confidentiality of Arbitration

All aspects of the arbitration proceeding, including but not limited to the award of the arbitrator and compliance therewith, shall be kept confidential, except as may be required by law or as necessary to enter judgment upon the arbitrator’s award in a court of competent jurisdiction.

10. Venue for Legal Proceedings

In the event that arbitration is not required or the arbitration provisions are deemed unenforceable, any legal proceedings will be conducted in the state or federal courts located within Monterey County, California. You hereby waive any objections to venue or jurisdiction in such courts, including objections based on inconvenient forum.

11. Statute of Limitations

You agree that any claim or cause of action arising out of or related to the use of the Products or Services or these Terms must be filed within one (1) year after such claim or cause of action arose, or it will be forever barred.

12. Severability

If any provision of this section is found to be unenforceable, the remaining provisions will remain in full force and effect, and the unenforceable provision shall be modified to the minimum extent necessary to make it enforceable.

21. Miscellaneous

1. Entire Agreement

These Terms constitute the entire agreement between you and PerfectCall Sports, Inc. regarding your use of our Products and Services, superseding any prior agreements between you and PerfectCall Sports, Inc. on the same subject matter. Any modifications to these Terms must be made in writing and signed by an authorized representative of PerfectCall Sports, Inc. These Terms, along with any additional terms and conditions incorporated herein by reference, represent the complete and exclusive statement of the agreement.

2. No Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by an authorized representative of PerfectCall Sports, Inc.

3. Assignment

You may not assign or transfer these Terms, or any rights granted hereunder, without the prior written consent of PerfectCall Sports, Inc. Any attempted assignment or transfer in violation of this provision will be null and void. We may assign or transfer these Terms without restriction. These Terms are not intended to create any rights for third-party beneficiaries.

4. Relationship of the Parties

Nothing in these Terms shall be construed as creating a partnership, joint venture, agency, or employment relationship between you and PerfectCall Sports, Inc. You agree that you have no authority to bind PerfectCall Sports, Inc. in any respect whatsoever.

5. Notices

All notices to PerfectCall Sports, Inc. under these Terms shall be in writing and sent to [contact information]. Notices will be deemed given when received by PerfectCall Sports, Inc. via certified mail, return receipt requested, or through other reliable delivery services with confirmation of receipt.

6. Force Majeure

PerfectCall Sports, Inc. will not be liable for any failure to perform its obligations under these Terms if such failure results from any cause beyond our reasonable control, including but not limited to acts of God, war, terrorism, labor disputes, natural disasters, or interruptions in supply chains or utilities.

7. Headings and Construction

The section headings in these Terms are for convenience only and have no legal or contractual effect. Unless the context requires otherwise, the singular includes the plural, and the term “including” means “including but not limited to.”

8. Further Assurances

You agree to execute any documents and take any actions necessary to effectuate the purposes of these Terms, as reasonably requested by PerfectCall Sports, Inc.

9. Reservation of Rights

All rights not expressly granted to you in these Terms are reserved by PerfectCall Sports, Inc.

10. Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect, and the invalid or unenforceable provision shall be modified to the minimum extent necessary to make it enforceable.

Whew! That was a lot of text. Thanks for reading!

Last updated: Jan 22, 2025