General Terms and Conditions for Services

1.             Applicability. 

(a)           These terms and conditions for services (these “Terms“) are the only terms that govern the provision of services by Sponsor Families LLC (“Sponsor Families“) to ____________________ (“Family“).

(b)          These Terms (collectively, this “Agreement“) comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral.

2.             Services. Sponsor Families shall provide the following services to Family (the “Services“) in accordance with these Terms:

(a)           Matching. Sponsor Families will use a proprietary, data-driven algorithm to match Family with a local student that has cleared an initial assessment which may include, among other things, an application, background check, and training (“Student”). This process will occur at the discretion of Sponsor Families and will depend on availability of resources and Students. The Matching service will be valid for four years or such time as Student no longer attends College or Sponsor Families terminates the Agreement as provided in Section 15. Upon completion of the proprietary analysis, Sponsor Families will provide Family with the contact information for Student. At such time, the Matching service will be complete, and Sponsor Families will have no further obligation to Family. 

(b)          Support. Sponsor families may at its sole discretion provide adjustments to the Matching services identified in Section 2(a).

(c)           Issues. Sponsor Families specifically and wholly disclaims from Services any responsibility or involvement to address, investigate, mediate, or cure any issues or disputes that arise between Family and Student. See Sections 11-15.

3.             Performance Dates. Sponsor Families shall use reasonable efforts to meet any performance dates specified, and any such dates shall be estimates only.

4.             Family’s Obligations. Family shall:

(a)           verify qualifications of Family in accordance with policies of Sponsor Families;

(b)          cooperate with Sponsor Families in all matters relating to the Services;

(c)           respond promptly to any Sponsor Families request to provide direction, information, approvals, authorizations, or decisions that are reasonably necessary for Sponsor Families to perform Services in accordance with the requirements of this Agreement;

(d)          provide such Family materials or information as Sponsor Families may reasonably request to carry out the Services in a timely manner and ensure that such Family materials or information are complete and accurate in all material respects; and

(e)           comply with all applicable laws in relation to the Services.

5.             Family’s Acts or Omissions. If Sponsor Families’ performance of its obligations under this Agreement is prevented or delayed by any act or omission of Family or its agents, Sponsor Families shall not be deemed in breach of its obligations under this Agreement or otherwise liable for any costs, charges, or losses sustained or incurred by Family, in each case, to the extent arising directly or indirectly from such prevention or delay.

6.             Change Orders. 

(a)           If either party wishes to change the scope or performance of the Services, it shall submit details of the requested change to the other party in writing. Sponsor Families shall, within a reasonable time after such request, provide a written estimate to Family of:

(i)            the likely time required to implement the change;

(ii)          any necessary variations to the fees and other charges for the Services arising from the change;

(iii)        the likely effect of the change on the Services; and

(iv)         any other impact the change might have on the performance of this Agreement.

(b)          Promptly after receipt of the written estimate, Family shall notify Sponsor Families of any objections to the change. Sponsor Families, in its sole discretion, may issue a description of amended services (a “Change Order“). Neither party shall be bound by any Change Order unless mutually agreed upon in writing in accordance with Section 26.

(c)           Notwithstanding Section 6(a) and Section 6(b), Sponsor Families may, from time to time change the Services without the consent of Family provided that such changes do not materially affect the nature or scope of the Services, or the fees or any performance dates set forth in the Agreement.

7.             Fees and Expenses; Payment Terms; Interest on Late Payments. 

(a)           In consideration of the provision of the Services by Sponsor Families and the rights granted to Family under this Agreement, Family shall pay the fees set forth as follows ______$50______________.

(b)          Family shall pay all invoiced amounts due to Sponsor Families within 30 days from the date of Sponsor Families’ invoice. Family shall make all payments hereunder in US dollars by wire transfer, check, or any similar payment method approved by Sponsor Families.

8.             Taxes. Family shall be responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by Family hereunder.

9.             Intellectual Property. All intellectual property rights, including copyrights, patents, patent disclosures and inventions (whether patentable or not), trademarks, service marks, trade secrets, know-how and other confidential information, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights“) in and to all documents, work product, and other materials that are delivered to Family under this Agreement or prepared by or on behalf of Sponsor Families in the course of performing the Services, except for any Confidential Information of Family or Family materials shall be owned by Sponsor Families.

10.          Confidential Information. 

(a)           All non-public, confidential, or proprietary information of Sponsor Families, including, but not limited to, trade secrets, technology, information pertaining to business operations and strategies, and information pertaining to Family, pricing, and marketing (collectively, “Confidential Information“), disclosed by Sponsor Families to Family and disclosed by Family to Sponsor Families, whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as “confidential,” in connection with the provision of the Services and this Agreement is confidential, and shall not be disclosed or copied by Family or Sponsor Families without the prior written consent of Sponsor Families or Family, respectively. Confidential Information does not include information that is:

(i)             in the public domain;

(ii)          known to Family or Sponsor Families at the time of disclosure; or

(iii)        rightfully obtained by Family or Sponsor Families on a non-confidential basis from a third party.

(b)          Family and Sponsor Families agree to use Confidential Information only to make use of the Services and Deliverables.

(c)           Sponsor Families and Family shall be entitled to injunctive relief for any violation of this Section.

11.          Representation and Warranty. 

(a)           Sponsor Families represents and warrants to Family that it shall perform the Services using personnel of required skill, experience, and qualifications and in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services and shall devote adequate resources to meet its obligations under this Agreement.

(b)          Sponsor Families shall not be liable for a breach of the warranty set forth in Section 11(a) unless Family gives written notice of the defective Services, reasonably described, to Sponsor Families within 30 days of the time when Family discovers or ought to have discovered that the Services were defective.

(c)           Subject to Section 11(b), Sponsor Families shall, in its sole discretion, either:

(i)            re-perform such Services (or the defective part); or

(ii)          credit or refund the price of such Services at the pro rata contract rate.

(d)          THE REMEDIES SET FORTH IN SECTION 11(c) SHALL BE THE FAMILY’S SOLE AND EXCLUSIVE REMEDY AND SPONSOR FAMILIES’S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTY SET FORTH IN SECTION 11(a).

12.          Disclaimer of Warranties. EXCEPT FOR THE WARRANTY SET FORTH IN SECTION 11(a) ABOVE, SPONSOR FAMILIES MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE SERVICES, INCLUDING ANY (A) WARRANTY OF MERCHANTABILITY; OR (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (C) WARRANTY OF TITLE; OR (D) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.

13.          Release. SPONSOR FAMILIES MAKES NO WARRANTIES REGARDING FAMILY, COLLEGE, OR ANY THIRD-PARTY WITH WHICH FAMILY MAY INTERACT AS A RESULT OF THE SERVICES. FAMILY AGREES THAT ANY CONTACT BETWEEN FAMILY AND FAMILY IS SEPARATE AND DISTINCT FROM THE SERVICES. FAMILY ACKNOWLEDGES AND ACCEPTS ANY RISK INVOLVED IN CONTACTING ANY STUDENT IDENTIFIED AS PART OF THE SERVICES, WHETHER THESE RISKS ARE CAUSED BY THE ACTIONS OF FAMILY, STUDENT, COLLEGE, SPONSOR FAMILIES, OR THE ACTIONS OF ANY THIRD-PARTY. FAMILY UNDERSTANDS THAT SPONSOR FAMILIES DOES NOT CONTROL STUDENT OR COLLEGE, AND RELEASES SPONSOR FAMILIES FROM ALL LIABILITY, CLAIMS, DEMANDS, ACTIONS, DAMAGES, INJURY TO PERSONS OR PROPERTY, WHICH ARE IN ANY WAY RELATED TO THE SERVICES.

14.          Limitation of Liability. 

(a)          IN NO EVENT SHALL SPONSOR FAMILIES BE LIABLE TO FAMILY OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT OR LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT SPONSOR FAMILIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

(b)          IN NO EVENT SHALL SPONSOR FAMILIES’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THREE TIMES THE AGGREGATE AMOUNTS PAID OR PAYABLE TO SPONSOR FAMILIES BY FAMILY PURSUANT TO THE APPLICABLE AGREEMENTS IN THE FOUR-YEAR PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

(c)           The limitation of liability set forth in Section 13(b) above shall not apply to:

(i)            liability resulting from Sponsor Families’ gross negligence or willful misconduct and

(ii)          death or bodily injury resulting from Sponsor Families’ negligent acts or omissions.

15.          Termination. In addition to any remedies that may be provided under this Agreement, Sponsor Families may terminate this Agreement, and all related agreements, at its sole discretion. Sponsor Families may also terminate this agreement, and all related agreements, with immediate effect upon written notice to Family, if Family:

(a)           fails to pay any amount when due under this Agreement and such failure continues for 30 days after Family’s receipt of written notice of nonpayment;

(b)          has not otherwise performed or complied with any of the terms of this Agreement, in whole or in part; or

(c)           becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization, or assignment for the benefit of creditors.

16.          Waiver.

(a)          No waiver under this Agreement is effective unless it is set forth explicitly in writing, identified as a waiver to this Agreement, and signed by an authorized representative of the party waiving its right;

(b)          Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated, and does not operate as a waiver on any future occasion;

(c)           None of the following constitutes a waiver or estoppel of any right, remedy, power, privilege, or condition arising from this Agreement:

(i)            any failure or delay in exercising any right, remedy, power, or privilege or in enforcing any condition under this Agreement; or

(ii)          any act, omission, or course of dealing between the parties.

17.          Force Majeure. No party shall be liable or responsible to the other party, or be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations of Family to make payments to Sponsor Families hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) reasonable control, including, without limitation, the following force majeure events (“Force Majeure Event(s)”): (a) acts of God; (b) flood, fire, earthquake, epidemics, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order, law, or action; (e) embargoes or blockades in effect on or after the date of this Agreement; and (f) national or regional emergency; and (g) other similar events beyond the reasonable control of the Impacted Party. The Impacted Party shall give notice within 45 days of the Force Majeure Event to the other party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party’s failure or delay remains uncured for a period of 45 consecutive days following written notice given by it under this Section 17, the other party may thereafter terminate this Agreement upon 30 days’ written notice.

18.          Assignment. Family shall not assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Sponsor Families. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves Family of any of its obligations under this Agreement.

19.          Relationship of the Parties. The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.

20.          No Third-Party Beneficiaries. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms.

21.          Governing Law. All matters arising out of or relating to this Agreement are governed by and construed in accordance with the internal laws of the State of Colorado without giving effect to any choice or conflict of law provision or rule (whether of the State of Colorado or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Colorado.

22.          Arbitration. Claims arising from this Agreement must be arbitrated. Family and Sponsor Families agree to first attempt to resolve any claim related to the Services through good-faith negotiation. If good-faith negotiation fails, any claim arising from the Activity or this agreement must be resolved in binding arbitration, subject to Colorado law, in El Paso County, Colorado. The arbitrator, not a court, is solely empowered to determine the question of whether the dispute is subject to this clause, i.e. arbitrability.

23.          Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice“) shall be in writing and addressed to the parties at the addresses set forth below or to such other address that may be designated by the receiving party in writing. All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), facsimile (with confirmation of transmission), email, or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only (a) upon receipt of the receiving party, and (b) if the party giving the Notice has complied with the requirements of this Section.

24.          Severability. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

25.          Survival. Provisions of these Terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of this Agreement including, but not limited to, the following provisions: Confidentiality, Governing Law, Insurance, Submission to Jurisdiction, and Survival.

26.          Amendment and Modification. This Agreement may only be amended or modified in a writing which specifically states that it amends this Agreement and is signed by an authorized representative of each party.

NCAA, NAIA, and NJCAA Eligibility and Extra Benefits Policy for Families:

• Families should be mindful of NCAA, NAIA, and NJCAA rules regarding extra benefits to student-athletes, including NIL opportunities.
• Extra benefits are anything not available to the general student population.
• Permissible benefits include meals, transportation, entertainment and occasional gifts of nominal value.
• Non-permissible benefits could jeopardize the student’s eligibility.
• Families and student-athletes should communicate any extra benefits to the compliance office.

SMS Messaging:

This is an opt-in service for customers designed to improve match communication. By agreeing to the service, customers authorize Sponsor Families Co. to send text messages with match information. Message/data rates apply. Consent is not a condition of service. End-user mobile information will not be shared with third parties/affiliates for marketing or promotional purposes.

General Terms and Conditions for Services

1.             Applicability. 

(a)           These terms and conditions for services (these “Terms“) are the only terms that govern the provision of services by Sponsor Families LLC (“Sponsor Families“) to ____________________________(“Student“).

(b)          These Terms (collectively, this “Agreement“) comprise the entire agreement between the parties, and supersede all prior or contemporaneous understandings, agreements, negotiations, representations and warranties, and communications, both written and oral.

2.             Services. Sponsor Families shall provide the following services to Student (the “Services“) in accordance with these Terms:

(a)           Matching. Sponsor Families will use a proprietary, data-driven algorithm to match Student with a local family that has cleared an initial assessment which may include an application, background check, and training (“Family”). This process will occur at the discretion of Sponsor Families and will depend on availability of resources and Families. The Matching service will be valid for four years or such time as Student no longer attends College or Sponsor Families terminates the Agreement as provided in Section 15. Upon completion of the proprietary analysis, Sponsor Families will provide Student with the contact information for Family. At such time, the Matching service will be complete and Sponsor Families will have no further obligation to Student.  

(b)          Support. Sponsor families may at its sole discretion provide adjustments to the Matching services identified in Section 2(a).

(c)           Issues. Sponsor Families specifically and wholly disclaims from Services any responsibility or involvement to address, investigate, mediate, or cure any issues that arise between Student and Family.  See Sections 11-15.

3.             Performance Dates. Sponsor Families shall use reasonable efforts to meet any performance dates specified, and any such dates shall be estimates only.

4.             Student’s Obligations. Student shall:

(a)           verify attendance at an institution with which Sponsor Families has a relationship, as verified by Sponsor Families (“College”);

(b)          cooperate with Sponsor Families in all matters relating to the Services;

(c)           respond promptly to any Sponsor Families request to provide direction, information, approvals, authorizations, or decisions that are reasonably necessary for Sponsor Families to perform Services in accordance with the requirements of this Agreement;

(d)          provide such Student materials or information as Sponsor Families may reasonably request to carry out the Services in a timely manner and ensure that such Student materials or information are complete and accurate in all material respects; and

(e)           comply with all applicable laws in relation to the Services.

5.             Student’s Acts or Omissions. If Sponsor Families’ performance of its obligations under this Agreement is prevented or delayed by any act or omission of Student or its agents, Sponsor Families shall not be deemed in breach of its obligations under this Agreement or otherwise liable for any costs, charges, or losses sustained or incurred by Student, in each case, to the extent arising directly or indirectly from such prevention or delay.

6.             Change Orders. 

(a)           If either party wishes to change the scope or performance of the Services, it shall submit details of the requested change to the other party in writing. Sponsor Families shall, within a reasonable time after such request, provide a written estimate to Student of:

(i)            the likely time required to implement the change;

(ii)          any necessary variations to the fees and other charges for the Services arising from the change;

(iii)        the likely effect of the change on the Services; and

(iv)         any other impact the change might have on the performance of this Agreement.

(b)          Promptly after receipt of the written estimate, Student shall notify Sponsor Families of any objections to the change. Sponsor Families, in its sole discretion, may issue a description of amended services (a “Change Order“). Neither party shall be bound by any Change Order unless mutually agreed upon in writing in accordance with Section 26.

(c)           Notwithstanding Section 6(a) and Section 6(b), Sponsor Families may, from time to time change the Services without the consent of Student provided that such changes do not materially affect the nature or scope of the Services, or the fees or any performance dates set forth.

7.             Fees and Expenses; Payment Terms; Interest on Late Payments. 

(a)           In consideration of the provision of the Services by Sponsor Families and the rights granted to Student under this Agreement, Student shall pay the fees set forth as follows _____$260________________.

(b)          Student shall pay all invoiced amounts due to Sponsor Families within 30 days from the date of Sponsor Families’ invoice. Student shall make all payments hereunder in US dollars by wire transfer, check, or any similar payment method approved by Sponsor Families.

8.             Taxes. Student shall be responsible for all sales, use, and excise taxes, and any other similar taxes, duties, and charges of any kind imposed by any federal, state, or local governmental entity on any amounts payable by Student hereunder.

9.             Intellectual Property. All intellectual property rights, including copyrights, patents, patent disclosures and inventions (whether patentable or not), trademarks, service marks, trade secrets, know-how and other confidential information, trade dress, trade names, logos, corporate names, and domain names, together with all of the goodwill associated therewith, derivative works and all other rights (collectively, “Intellectual Property Rights“) in and to all documents, work product, and other materials that are delivered to Student under this Agreement or prepared by or on behalf of Sponsor Families in the course of performing the Services, except for any Confidential Information of Student or Student materials shall be owned by Sponsor Families.

10.          Confidential Information. 

(a)           All non-public, confidential, or proprietary information of Sponsor Families, including, but not limited to, trade secrets, technology, information pertaining to business operations and strategies, and information pertaining to Students, pricing, and marketing (collectively, “Confidential Information“), disclosed by Sponsor Families to Student and disclosed by Student to Sponsor Families, whether disclosed orally or disclosed or accessed in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as “confidential,” in connection with the provision of the Services and this Agreement is confidential, and shall not be disclosed or copied by Student or Sponsor Families without the prior written consent of Sponsor Families or Student, respectively. Confidential Information does not include information that is:

(i)             in the public domain;

(ii)          known to Student or Sponsor Families at the time of disclosure; or

(iii)        rightfully obtained by Student or Sponsor Families on a non-confidential basis from a third party.

(b)          Student and Sponsor Families agree to use Confidential Information only to make use of the Services and Deliverables.

(c)           Sponsor Families and Student shall be entitled to injunctive relief for any violation of this Section.

11.          Representation and Warranty. 

(a)           Sponsor Families represents and warrants to Student that it shall perform the Services using personnel of required skill, experience, and qualifications and in a professional and workmanlike manner in accordance with generally recognized industry standards for similar services and shall devote adequate resources to meet its obligations under this Agreement.

(b)          Sponsor Families shall not be liable for a breach of the warranty set forth in Section 11(a) unless Student gives written notice of the defective Services, reasonably described, to Sponsor Families within 30 days of the time when Student discovers or ought to have discovered that the Services were defective.

(c)           Subject to Section 11(b), Sponsor Families shall, in its sole discretion, either:

(i)            re-perform such Services (or the defective part); or

(ii)          credit or refund the price of such Services at the pro rata contract rate.

(d)          THE REMEDIES SET FORTH IN SECTION 11(c) SHALL BE THE STUDENT’S SOLE AND EXCLUSIVE REMEDY AND SPONSOR FAMILIES’S ENTIRE LIABILITY FOR ANY BREACH OF THE LIMITED WARRANTY SET FORTH IN SECTION 11(a).

12.          Disclaimer of Warranties. EXCEPT FOR THE WARRANTY SET FORTH IN SECTION 11(a) ABOVE, SPONSOR FAMILIES MAKES NO WARRANTY WHATSOEVER WITH RESPECT TO THE SERVICES, INCLUDING ANY (A) WARRANTY OF MERCHANTABILITY; OR (B) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (C) WARRANTY OF TITLE; OR (D) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER EXPRESS OR IMPLIED BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE.

13.          Release. SPONSOR FAMILIES MAKES NO WARRANTIES REGARDING FAMILY, COLLEGE, OR ANY THIRD-PARTY WITH WHICH STUDENT MAY INTERACT AS A RESULT OF THE SERVICES. STUDENT AGREES THAT ANY CONTACT BETWEEN STUDENT AND FAMILY IS SEPARATE AND DISTINCT FROM THE SERVICES. STUDENT ACKNOWLEDGES AND ACCEPTS ANY RISK INVOLVED IN CONTACTING ANY FAMILY IDENTIFIED AS PART OF THE SERVICES, WHETHER THESE RISKS ARE CAUSED BY THE ACTIONS OF STUDENT, FAMILY, COLLEGE, SPONSOR FAMILIES, OR THE ACTIONS OF ANY THIRD-PARTY. STUDENT UNDERSTANDS THAT SPONSOR FAMILIES DOES NOT CONTROL FAMILY OR COLLEGE, AND RELEASES SPONSOR FAMILIES FROM ALL LIABILITY, CLAIMS, DEMANDS, ACTIONS, DAMAGES, INJURY TO PERSONS OR PROPERTY, WHICH ARE IN ANY WAY RELATED TO THE SERVICES.

14.          Limitation of Liability. 

(a)          IN NO EVENT SHALL SPONSOR FAMILIES BE LIABLE TO STUDENT OR TO ANY THIRD PARTY FOR ANY LOSS OF USE, REVENUE OR PROFIT OR LOSS OF DATA OR DIMINUTION IN VALUE, OR FOR ANY CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, OR PUNITIVE DAMAGES WHETHER ARISING OUT OF BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, REGARDLESS OF WHETHER SUCH DAMAGES WERE FORESEEABLE AND WHETHER OR NOT SPONSOR FAMILIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND NOTWITHSTANDING THE FAILURE OF ANY AGREED OR OTHER REMEDY OF ITS ESSENTIAL PURPOSE.

(b)          IN NO EVENT SHALL SPONSOR FAMILIES’S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, EXCEED THREE TIMES THE AGGREGATE AMOUNTS PAID OR PAYABLE TO SPONSOR FAMILIES BY STUDENT PURSUANT TO THE APPLICABLE AGREEMENTS IN THE FOUR-YEAR PERIOD PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

(c)           The limitation of liability set forth in Section 13(b) above shall not apply to:

(i)            liability resulting from Sponsor Families’ gross negligence or willful misconduct and

(ii)          death or bodily injury resulting from Sponsor Families’ negligent acts or omissions.

15.          Termination. In addition to any remedies that may be provided under this Agreement, Sponsor Families may terminate this Agreement, and all related agreements, at its sole discretion. Sponsor Families may also terminate this agreement, and all related agreements, with immediate effect upon written notice to Student, if Student:

(a)           fails to pay any amount when due under this Agreement and such failure continues for 30 days after Student’s receipt of written notice of nonpayment;

(b)          has not otherwise performed or complied with any of the terms of this Agreement, in whole or in part; or

(c)           becomes insolvent, files a petition for bankruptcy or commences or has commenced against it proceedings relating to bankruptcy, receivership, reorganization, or assignment for the benefit of creditors.

16.          Waiver.

(a)           No waiver under this Agreement is effective unless it is set forth explicitly in writing, identified as a waiver to this Agreement, and signed by an authorized representative of the party waiving its right;

(b)          Any waiver authorized on one occasion is effective only in that instance and only for the purpose stated, and does not operate as a waiver on any future occasion;

(c)           None of the following constitutes a waiver or estoppel of any right, remedy, power, privilege, or condition arising from this Agreement:

(i)            any failure or delay in exercising any right, remedy, power, or privilege or in enforcing any condition under this Agreement; or

(ii)          any act, omission, or course of dealing between the parties.

17.          Force Majeure. No party shall be liable or responsible to the other party, or be deemed to have defaulted under or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement (except for any obligations of Student to make payments to Sponsor Families hereunder), when and to the extent such failure or delay is caused by or results from acts beyond the impacted party’s (“Impacted Party”) reasonable control, including, without limitation, the following force majeure events (“Force Majeure Event(s)”): (a) acts of God; (b) flood, fire, earthquake, epidemics, or explosion; (c) war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest; (d) government order, law, or action; (e) embargoes or blockades in effect on or after the date of this Agreement; and (f) national or regional emergency; and (g) other similar events beyond the reasonable control of the Impacted Party. The Impacted Party shall give notice within 45 days of the Force Majeure Event to the other party, stating the period of time the occurrence is expected to continue. The Impacted Party shall use diligent efforts to end the failure or delay and ensure the effects of such Force Majeure Event are minimized. The Impacted Party shall resume the performance of its obligations as soon as reasonably practicable after the removal of the cause. In the event that the Impacted Party’s failure or delay remains uncured for a period of 45 consecutive days following written notice given by it under this Section 17, the other party may thereafter terminate this Agreement upon 30 days’ written notice.

18.          Assignment. Student shall not assign any of its rights or delegate any of its obligations under this Agreement without the prior written consent of Sponsor Families. Any purported assignment or delegation in violation of this Section is null and void. No assignment or delegation relieves Student of any of its obligations under this Agreement.

19.          Relationship of the Parties. The relationship between the parties is that of independent contractors. Nothing contained in this Agreement shall be construed as creating any agency, partnership, joint venture or other form of joint enterprise, employment, or fiduciary relationship between the parties, and neither party shall have authority to contract for or bind the other party in any manner whatsoever.

20.          No Third-Party Beneficiaries. This Agreement is for the sole benefit of the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other person or entity any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms.

21.          Governing Law. All matters arising out of or relating to this Agreement are governed by and construed in accordance with the internal laws of the State of Colorado without giving effect to any choice or conflict of law provision or rule (whether of the State of Colorado or any other jurisdiction) that would cause the application of the laws of any jurisdiction other than those of the State of Colorado.

22.          Arbitration. Claims arising from this Agreement must be arbitrated. Student and Sponsor Families agree to first attempt to resolve any claim related to the Services through good-faith negotiation. If good-faith negotiation fails, any claim arising from the Activity or this agreement must be resolved in binding arbitration subject to Colorado law in El Paso County, Colorado, if available, subject to the American Arbitration Association’s Commercial Rules. The arbitrator, not a court, is solely empowered to determine the question of whether the dispute is subject to this clause, i.e. arbitrability.

23.          Notices. All notices, requests, consents, claims, demands, waivers, and other communications hereunder (each, a “Notice“) shall be in writing and addressed to the parties at the addresses set forth below or to such other address that may be designated by the receiving party in writing. All Notices shall be delivered by personal delivery, nationally recognized overnight courier (with all fees pre-paid), facsimile (with confirmation of transmission), email, or certified or registered mail (in each case, return receipt requested, postage prepaid). Except as otherwise provided in this Agreement, a Notice is effective only (a) upon receipt of the receiving party, and (b) if the party giving the Notice has complied with the requirements of this Section.

24.          Severability. If any term or provision of this Agreement is invalid, illegal, or unenforceable in any jurisdiction, such invalidity, illegality, or unenforceability shall not affect any other term or provision of this Agreement or invalidate or render unenforceable such term or provision in any other jurisdiction.

25.          Survival. Provisions of these Terms, which by their nature should apply beyond their terms, will remain in force after any termination or expiration of this Agreement including, but not limited to, the following provisions: Confidentiality, Governing Law, Insurance, Submission to Jurisdiction, and Survival.

26.          Amendment and Modification. This Agreement may only be amended or modified in a writing which specifically states that it amends this Agreement and is signed by an authorized representative of each party.

NCAA, NAIA, and NJCAA Eligibility and Extra Benefits Policy for Families:

• Students and Families should be mindful of NCAA, NAIA, and NJCAA rules regarding extra benefits to student-athletes, including NIL opportunities.
• Extra benefits are anything not available to the general student population.
• Permissible benefits include meals, transportation, entertainment and occasional gifts of nominal value.
• Non-permissible benefits could jeopardize the student’s eligibility.
• Families and student-athletes should communicate any extra benefits to the compliance office.

SMS Messaging:

This is an opt-in service for customers designed to improve match communication. By agreeing to the service, customers authorize Sponsor Families Co. to send text messages with match information. Message/data rates apply. Consent is not a condition of service. End-user mobile information will not be shared with third parties/affiliates for marketing or promotional purposes.

Sponsor Families Co. reserves the right to modify these Terms at any time. We will notify users of any changes and post the revised Terms on the website. Continued use of the service after the revised Terms are posted constitutes your agreement to the revised Terms. It is user’s responsibility to periodically review the Terms for updates.