LICENSE AGREEMENT AND TERMS OF USE

LICENSE AGREEMENT AND TERMS OF USE

YOUR USE OF THIS EPIC SPORTS AND ITS AFFILIATES (collectively "EPIC", "us", "our", or "we") MOBILE APP, WEBSITES, CONTESTS, SERVICES, AUTOMATED CHATBOTS, ONLINE CHAT FEATURES, EMAIL AND/OR TEXTING, OR SOFTWARE (Hereinafter "SITES") IS YOUR UNCONDITIONAL ACCEPTANCE OF THE FOLLOWING TERMS. IF YOU DO NOT FULLY ACCEPT OR UNDERSTAND THESE TERMS, DO NOT USE OR ACCESS EPIC "SITES" AND OPT OUT IMMEDIATELY.

NOTICE REGARDING DISPUTE RESOLUTION AND WAIVER OF JURY TRIAL: THESE TERMS CONTAIN PROVISIONS THAT GOVERN HOW CLAIMS YOU AND EPIC (OR ANY MEMBER OF THE EPIC FAMILY OF BUSINESSES) HAVE AGAINST EACH OTHER RELATING TO THE "SITES" ARE RESOLVED INCLUDING OBLIGATIONS TO ARBITRATE DISPUTES, WHICH WILL, SUBJECT TO LIMITED EXCEPTIONS, REQUIRE YOU TO SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING ARBITRATION, THESE PROVISIONS INCLUDE EACH PARTY'S WAIVER OF THE RIGHT TO A JURY TRIAL.

Please read this carefully. It affects your rights. Any and or All dispute(s) or claim(s) relating in any way to your use of or interaction with EPIC or its advertising to you or communications with you, (including but not limited to calling, texting, emailing, customer service, advertising, products, services, website, or mobile app) will be resolved by binding arbitration, rather than court.

This agreement to arbitrate is intended to be broadly interpreted, and expressly includes claims brought under the Telephone Consumer Protection Act, 47 U.S.C. § 227 et seq., or any other statute, regulation, or legal or equitable theory. You and EPIC hereby agree that the Federal Arbitration Act, 9 U.S.C. 1, et seq. ("FAA") applies to this agreement to arbitrate and governs all questions of whether a dispute is subject to arbitration. Unless you and we agree otherwise in writing, arbitration shall be administered by the American Arbitration Association's Consumer Arbitration Rules in effect at the time of filing of the arbitration (the "AAA's Rules"). However, just as a court would, the arbitrator or arbitrators must honor the terms and limitations in this Agreement and can award damages and relief (including any attorneys' fees) authorized by law and/or the AAA's Rules. The arbitration decision and award is final and binding, with some exceptions under the FAA, and judgment on the award may be entered in any court of competent jurisdiction. YOU AGREE THAT, BY ENTERING INTO THIS AGREEMENT, YOU AND EPIC ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY AND THE RIGHT TO PARTICIPATE IN ANY CLASS, REPRESENTATIVE, OR COLLECTIVE PROCEEDING.

THIS AGREEMENT DOES NOT ALLOW FOR CLASS ARBITRATIONS EVEN IF THE PROCEDURES OR RULES OF THE AAA WOULD. RATHER, YOU AND WE ARE ONLY ENTITLED TO PURSUE ARBITRATION ON AN INDIVIDUAL, BILATERAL BASIS. FURTHER, AND UNLESS YOU AND EPIC SPORTS, INC AGREE OTHERWISE IN WRITING, THE ARBITRATOR(S) MAY NOT CONSOLIDATE MORE THAN ONE INDIVIDUAL PARTY'S CLAIMS WITH ANY OTHER PARTY'S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR COLLECTIVE PROCEEDING.

You and EPIC are each responsible for our respective costs relating to counsel, experts, and witnesses, as well as any other costs relating to the arbitration. Epic, however, will pay for the arbitration administrative or filing fees, including the arbitrator and/or other AAA case management fees, for any claim seeking $75,000 or less, unless the claim is determined by the arbitrator to be frivolous. Otherwise, the AAA's Rules regarding costs and payment apply.

This agreement to arbitrate does not preclude you from bringing issues to the attention of federal, state, or local agencies. Such agencies can, if the law allows, seek relief against us on your behalf.

If any term of this Section (Arbitration and Class Action Waiver) is to any extent illegal, otherwise invalid, or incapable of being enforced, such term shall be excluded to the extent of such invalidity or unenforceability; all other terms hereof shall remain in full force and effect; and, to the extent permitted and possible, the invalid or unenforceable term shall be deemed replaced by a term that is valid and enforceable and that comes closest to expressing the intention of such invalid or unenforceable term. If application of this Severability provision should materially and adversely affect the economic substance of the transactions contemplated hereby, the Party adversely impacted shall be entitled to compensation for such adverse impact, provided the reason for the invalidity or unenforceability of a term is not due to serious misconduct by the Party seeking such compensation.

Changes to Terms

These Terms and Conditions are subject to change at any time without notice and become effective immediately.

1. Additional Terms

Certain provisions of these Terms may be superseded by expressly designated legal notices, rules or other terms located on particular pages of a Site (the "Additional Terms"), including contests, sweepstakes, promotions, or other similar features and the terms of our mobile applications, automated chatbots, online chat features, email, texting and email. Your use of such pages or download or use of our mobile application, registration, use of our team sports or event Sites or creation of an account for one of our team sports or event Sites we host on behalf of a national, state or local sports governing body, league, club, team or other organization (each, an "Organization") confirms your unconditional acceptance of the Additional Terms. If these Terms conflict with such Additional Terms, such Additional Terms shall govern and apply to your use of that portion of a Site; however the arbitration provisions in Section 22 of these Terms shall apply to the Additional Terms. Use of our mobile applications and our team sports or event Sites are also subject to the terms of the separate license agreements for such Sites as found on such Sites and may be subject to separate terms entered into by the applicable Organization, which are in addition to these Terms.

2. Privacy

Our Privacy Policy applies to your access and use of the Sites, including any personal information provided via the Sites or via any other aspect of the Sites. The terms and conditions of our Privacy Policy are hereby incorporated by reference into these Terms. In addition, the Privacy Policy is subject to the terms and conditions of these Terms and in the event of conflict between these Terms and the Privacy Policy, these Terms shall govern and prevail. The Sites are not intended for residents of or visitors from or located in countries that are subject to the General Data Protection Regulation ("GDPR").

3. Use of the Sites and License

The Sites are general purpose sites and are not targeted towards children under the age of thirteen (13). By accessing or using the Sites, including by registering an account on a Site, you represent and warrant that you are eighteen (18) years of age or older (or age of majority if higher in your place of residence) and are not a resident of or located in the European Economic Area or any other country subject to the GDPR. If you are under the age of eighteen (18) or age of majority if higher in your place of residence, you should use the Sites only with the involvement of a parent or guardian. Subject to your compliance with these Terms, We grant you a personal, non-exclusive, non-transferrable, limited privilege to access and use the Sites solely for your personal, non-commercial use. This privilege does not include any resale or commercial use of the Sites. We may revoke your access and use of a Site at any time (including if you violate these Terms), and nothing herein constitutes a representation that the Sites will be available to you for your access or use.

4. Restrictions on Use of the Sites

• Gain access, or attempt to gain access, to any portion of a Site, or any systems or networks connected to a Site, by hacking, password mining or any other illegitimate or unlawful means;
• Create or maintain any link from another website to any page on a Site without EPIC prior written permission;
• Run or display a Site (or any material on a Site) in frames or through similar means on another site, application or location, without EPIC prior written permission;
• Modify the information or materials located on a Site in any way or reproduce or publicly display, perform, or distribute or otherwise use any such materials for any public, non-personal or commercial purpose;
• Use any deep-link, page-scrape, robot, spider, website search application or other automatic device, program or methodology, or any similar or equivalent manual process, to access, copy, retrieve, monitor, mirror, reproduce or index a Site, or any portion of a Site;
• Collect any data or information regarding users and/or devices, including usernames, personal information, preferences, email addresses or accounts;
• Create or transmit unsolicited electronic communications, such as spam, use any device, software or routine to interfere or attempt to interfere with the proper working of a Site, or otherwise interfere with users' enjoyment of a Site;
• Transmit or upload to a Site any item containing or embodying any virus, worm, defect, trojan horse, software bomb or other harmful or malicious code or feature that does or could interfere with, damage or degrade in any manner the performance or security of a Site or adversely affect a user;
• Take any action that imposes, in our sole discretion, an unreasonable or disproportionately large load on a Site or the IT infrastructure used to operate a Site;
• Submit or post to a Site any content that is unlawful or facilitates, constitutes, promotes or encourages illegal activity or otherwise use a Site to transfer, communicate or store illegal material;
• Scan or test the vulnerability of a Site or any network connected to a Site;
• Access or use a Site or any User Content (as defined below) in any manner which would violate any applicable local, state, federal or international law (including any laws regarding the export of data or software to and from the United States or other countries); or
• Attack a Site via a denial-of-service attack or a distributed denial-of-service attack or similar means.

5. Account

You may be required to create an account to access or use certain areas of a Site or you may elect to create an account. If you choose to create an account, you are responsible for maintaining the confidentiality of your account (including your username and password information), and also for restricting access to such information, your account and your device. You agree to accept responsibility for all activities that occur under your account or password. Additionally, you agree to notify Us immediately of any unauthorized access or use of your account or password, or any other breach of security.

We reserve the right, including if We become aware that you are under the age of eighteen (18) (or age of majority if higher in your place of residence), to terminate your account or registration, at any time. We do not sell products or services to children and do not permit children to have accounts. We sell products and services to adults, who can purchase items with a credit card or other payment method. If you are under the age of eighteen (18)(or age of majority if higher in your place of residence), you may not have an account and you may use the Sites only with the involvement of a parent or guardian.

Should We determine that your account information may be compromised due to your personal device being infected with a virus, malware, other malicious code, or due to other theft of your account information, We reserve the right to invalidate, delete, or otherwise modify your account in order to protect your account, the accounts of account holders, and other EPIC systems from further damage or exposure. This may include proactively changing your password. Should this need arise, We will make reasonable efforts to inform you of any modifications made, via the email address listed for your account.

6. Content, Pricing and Accuracy

All features, content, availability, specifications, products and prices of products and services described or depicted on the Sites are subject to change at any time without notice. The inclusion of any products or services on a Site at a particular time does not imply or warrant that these products or services will be available at any time. Certain weights, measures and similar descriptions are approximate and are provided for convenience purposes only. We attempt to ensure that information on the Sites is complete, accurate and up-to-date, including the applicable colors; however, the actual color you see depends on your device set-up, and We cannot guarantee that your device will accurately display such colors. Despite our efforts, the information on the Sites may occasionally be inaccurate, incomplete or out-of-date. We make no representation as to the completeness, accuracy or currency of any information on the Sites. For example, products or services included on a Site may be unavailable, may have different attributes than those listed, or may carry a different price than what is stated on the Site. In the event of a pricing error or discrepancy on a Site with respect to products or services, We reserve the right to cancel any orders (or partial orders) for such products or services.

7. EPIC Text Programs

EPIC operates marketing and transactional text message programs (each a "Text Program" and together "Text Programs"), which are further described below in detail. The following terms apply to all of the Text Programs:

• By opting-in to any of the Text Programs, you consent to being sent periodic autodialed and/or non-autodialed text messages in relation to that Text Program at the telephone number that you provided at the time of joining that Text Program.
• By completing the opt-in process for any Text Program, you are confirming that the telephone number that you provided at the time of opting-in to the Text Program is your mobile number and that you have the authority to grant EPIC the right to send text messages to that mobile number.
• Joining any of the Text Programs is not a condition of making a purchase.
• If you change or deactivate your mobile number, you must notify Us of this change at 1-866-302-8745.
• While all of the Text Programs are free, message and data rates may apply. You should check with your wireless carrier if you have questions about your plan and its coverage.
• The mobile carriers are not liable for delayed or undelivered messages.
• EPIC is not liable for TCPA or other violations caused by a carrier network failure or malfunction.
• All of the Text Programs and participation in any Text Program is governed by EPIC Terms of Use and Privacy Policy.
• After joining any Text Program, if you no longer wish to be a part of that Text Program, reply "STOP" to the applicable Text Program from which you want to opt-out. After texting "STOP", you will receive one additional text message confirming that your request has been processed. Please note that if you opt-out of one of the Text Programs, you will not be opted-out of any of the other Text Programs to which you belong. You will need to opt-out of each Text Program separately. Texting "STOP" is the recommended method for opting out to assure prompt removal. If you choose to request an opt-out by other means it may result in delays in complying with your request.
• EPIC may change the Text Program terms or end the Text Programs at any time.

Additional details specific to each of the Text Programs and how to join are set forth below.

A. Marketing Text Programs

EPIC operates marketing text programs. After joining any of EPIC marketing text programs, you may receive text messages regarding special offers, new products, shopping cart reminders, and other marketing communications related to the applicable program that you joined.

B. EPIC Order Text Messages

EPIC also offers text message order updates in relation to online orders that may include, but not limited to;

• Types of Text Messages That Will Not Be Sent. If you’ve only Opted-In to receive Order related texts, you will not receive marketing text messages.
• Message Availability. Order related texts may not always be available and EPIC reserves the right to discontinue them at any time.

8. Applicable Law

By registering for an account or placing an order, you represent that the products or services ordered will be used only in a lawful manner and as intended by such manufacturer. The Sites are not intended to subject EPIC to the laws or jurisdiction of any state, country or territory other than that of the United States, and We do not represent or warrant that the Sites or any part thereof is appropriate or available for use in any jurisdiction besides the United States. It is your responsibility to ascertain and obey all applicable local, state, federal and international laws (including minimum age requirements) in regard to the possession, use and/or sale of any product or service purchased via a Site.

9. Shipping Charges and Limitations

When a product order is placed for delivery, it will be shipped to the address designated by the purchaser, as long as such shipping address is compliant with the shipping restrictions contained on the Site. All deliveries of product purchases from a Site are made pursuant to a shipment contract. As a result, risk of loss and title for products purchased from a Site pass to you upon delivery to the carrier. You are responsible for filing any claims with carriers for damaged and/or lost shipments. Shipping charges may exceed actual shipping costs.

10. Confirmation, Cancellation and Coupons

While it is our practice to confirm online orders via email, the receipt of an email order confirmation does not constitute our acceptance of an order nor our confirmation of an offer to sell a product or service. We reserve the right, without prior notice and at any time: (a) to limit the order quantity on any product or service and/or to refuse service or fulfillment of any order or to any customer; (b) to discontinue any product or service; (c) to bar any user from making or completing a transaction; and (d) to limit or impose conditions on the honoring of any coupon, coupon code, promotional code, or other similar promotion.

For clarification, orders may be limited or cancelled at any time including after receipt of a confirmation or shipping email. We also may require additional information and/or verification of information prior to the acceptance and/or shipment of any order.

For products purchased from our Sites using a credit card, an authorization may be placed on your credit card when you place an order. You will be charged for an item (and your purchase of such item will be complete) when the item in your order is shipped. Certain custom items may be charged when the order is placed. Partial shipment or partial cancellation of orders may occur.

For products purchased from our Sites using a gift card, the full amount of the purchase price will be applied to your gift card when you place the order. However your purchase of such item is not complete until the item in your order is shipped. Partial shipment or partial cancellation of orders may occur. If an order for an item purchased with a gift card is cancelled, the amount applicable to the cancelled item will be restored to your gift card or you will be issued a new gift card for such amount.

11. Intellectual Property

All text, graphics, information, images, content, video, data, music, code, software, trademarks, trade names, service marks, logos, fonts, custom colors, and other material displayed on, available via, or that can be downloaded from a Site, excluding User Content (collectively, the "EPIC IP"), are either the property of, or used with permission by, EPIC or our service providers and licensors, and are protected by copyright, trade dress, trademark and other laws. Additionally, the design, arrangement, and collection of the EPIC IP on the Sites, including the look and feel of the Sites (the "Look and Feel"), is the exclusive property of EPIC and protected by applicable copyright laws. We expressly reserve all intellectual property rights in all EPIC IP and the Look and Feel. Nothing contained on the Sites grants or should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any EPIC IP or the Look and Feel without the express written permission of Us or such third party owner.

12. User Content Posted by You

As a user of a Site, you may provide and/or post content, including reviews, comments, suggestions, profile information, photographs, videos, messages, communications and/or other materials and in addition, if you participate on one of our team sports or event Sites you (or the Organization) may provide and/or post information (including but not limited to information such as eligibility, roster, scheduling, performance, scoring, photos, audio and/or videos) (collectively, "User Content") and/or share it with other users. Subject to any licenses and rights expressly granted herein, any User Content posted by you, is owned by you.

User Content is and will be considered non-confidential and non-proprietary. We may, but are not obligated to, monitor or review any User Content. EPIC assumes no responsibility for any User Content, whether or not arising under the laws of copyright, libel, privacy, obscenity, or otherwise. We shall have no obligations to use, return, review, remove, or respond to any User Content (unless required by law). We retain the right to remove any or all User Content for any or for no reason, including User Content that, in our sole discretion, violates these Terms and reserve the right to terminate your access.

Without limiting the foregoing, We have the right to fully cooperate with any law enforcement authorities or court order requesting or directing Us to disclose the identity or other information of users and/or devices using or accessing the Sites. We are not responsible for claims resulting from our cooperation with law enforcement or court orders however the foregoing does not waive our liability, if any, for (i) claims for personal injury or death caused by our negligent acts or (ii) damages arising from our intentional, willful or reckless misconduct.

You are solely responsible for any User Content you post, publish or display on a Site or transmit to others. You will post only User Content you believe in good faith to be true and accurate, and you will not post to a Site any User Content that is false, inaccurate, misleading or fraudulent. You are prohibited from posting or transmitting any content that:

• Is deceptive, misleading, fraudulent, unlawful, threatening, defamatory, libelous, obscene, pornographic or profane;
• Promotes illegal activity, encourages conduct that would be considered a criminal offense or give rise to civil liability, or otherwise violates any law;
• Violates the rights of a third party;
• Is offensive to users of the Site, such as content that promotes racism, bigotry, hatred or physical harm of any kind against any group or individual; or
• Harasses or advocates harassment of another person or entity; or
• Reports your use of, or directs other users to maintain or use products any manner which is contrary to that stipulated or provided by the manufacturer or EPIC.

By uploading User Content to a Site, you hereby grant, and represent and warrant that you have all rights and authority necessary to grant:

1. EPIC and our service providers an irrevocable, perpetual, non-exclusive, royalty-free, fully sub-licensable, fully paid-up, worldwide license and right to use, copy, revise, publicly perform, digitally perform, publicly display and distribute such User Content, and to prepare derivative works based on, or incorporate into other works, such User Content with or without attribution; and
2. All users of the Sites an irrevocable, perpetual, non-exclusive, royalty-free license and right to use such User Content for each such user's personal, non-commercial use, subject to the restrictions set forth in these Terms.

You understand and acknowledge that We may: (a) be working on the same or similar idea to any ideas, expression of ideas or other materials you submit within your User Content (each, an "Idea"); (b) already know of such Idea from other sources; and/or (c) wish to develop such Idea or a similar idea on our own.

25. Termination

You or EPIC may suspend or terminate your account or your use/access of a Site at any time, for any reason or for no reason. You are personally liable for any activity prior to such termination, including any orders that you place or charges that you incur prior to termination. EPIC reserves the right to change, suspend, or discontinue all or any aspect of the Sites at any time without notice except as provided in these Terms.