Terms of Service

PLEASE READ THIS AGREEMENT CAREFULLY. BY ACCESSING OR USING THIS SITE OR OTHERWISE AGREEING HERETO, YOU UNDERSTAND AND AGREE TO BE BOUND BY THE AGREEMENT AND RECOGNIZE THAT YOU MAY BE WAIVING CERTAIN RIGHTS.

The Terms of Use (the “Terms”) are a binding agreement between You (“You” or “User”) and MatchDay Health, Inc. (“MatchDay”, “us”, “we” or “our”, etc.) that govern Your permitted access to and use of our website (https://matchday.health) and other related websites and mobile applications and any software, service, feature, product, program and element (including e-mail messages, notifications, and other messages) (the “Site”).

BY CLICKING “I ACCEPT,” OR OTHERWISE ACCESSING OR USING THE SERVICES, OR ANY PORTION THEREOF, YOU REPRESENT THAT (A) YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THE TERMS; (B) YOU ARE OF LEGAL AGE TO FORM A BINDING CONTRACT WITH MATCHDAY; AND (C) YOU HAVE THE AUTHORITY TO ENTER INTO THE TERMS PERSONALLY OR ON BEHALF OF THE ENTITY YOU HAVE NAMED AS THE USER, AND TO BIND THAT ENTITY TO THE TERMS. IF YOU DO NOT AGREE TO BE BOUND BY THE TERMS, YOU MAY NOT ACCESS OR USE THE SITE OR SERVICES.

We are committed to making Site accessible for all users and will continue to take steps necessary to ensure compliance with applicable laws. Please read our Accessibility Policy for more information. If you have difficulty accessing any content, feature, or functionality of the Site, please contact us using the information in the Contact Us section.

1. SERVICES.

1.1. Services. MatchDay offers items and services delivered by MatchDay and its affiliates, contractors, and vendors (collectively, the “Services”), which, in part, is made available for use by individuals searching for employment opportunities or job placement services or information related to their personal employment or job search (“Member”); and by employers and/or organizations seeking individuals searching for employment opportunities and to make available information regarding employment openings, on their behalf or other’s behalf, including but not limited to agencies purchasing for multiple parties and employment agencies (“Employer”). By accessing the Services, You agree to the Terms herein, any addenda or attachments that reference to the Terms, and our Privacy Policy (collectively, the “Agreement”). If You are not a Member or Employer, then You may have limited access to the Site as a public user but no access to or use of the Services for any purpose. If You do not agree with any provision of the Agreement, You may not use the Services. MatchDay reserves the right to discontinue, condition, modify, suspend or limit the Services or access thereto in any way and at any time, with or without notice to You other than posting on its website, without liability to MatchDay.

1.4. Registration. In order to access and use certain features of the Services, You will be required to create an account (“Account”) and complete an associated User profile. In registering an Account, You agree to provide us with accurate, current, and complete information about Yourself as prompted by the registration form. MatchDay has the right to refuse registration of or cancel Your Account in its discretion for any reason and at any time subject to the terms and conditions of any separate and applicable membership or services agreement. You are solely responsible for all activities that occur under Your Account. You are solely responsible for maintaining the confidentiality of Your login information, and You may not share Your Account or password with anyone. You agree to notify MatchDay immediately of any unauthorized use of or access to Your Account or password, or of any other breach of security of Your Account or the Services. If You provide any information that is untrue, inaccurate, not current or incomplete, MatchDay has the right to suspend or terminate Your Account and refuse all current or future Services (or any portion thereof). You agree not to create an Account or use the Services if You have been previously removed or banned by MatchDay.

1.5. Authorized Users. If You are an employer, You may have the ability to grant the Accounts of other Users certain authorizations (“Authorized Users”) to act on Your behalf in certain respects. By granting such authorizations You hereby represent and warrant that any such Authorized User is authorized to act on Your behalf. You acknowledge and agree that You are responsible, and will be held directly liable, for (a) ensuring any such Authorized User complies with the Agreement; and (b) any such Authorized User’s acts or omissions taken in accordance with the authorizations You grant or in connection with the Agreement or the Services, including, if applicable, the execution of binding contracts on Your behalf.

1.6. Site.

1.6.1. Site Access. If You are a Member, You may access and use the Site by signing up for an Account, and by agreeing to be contacted by Employers who use the Services. If You are an Employer, You may access and use the Site only if: (a) You have registered for an Account; (b) we have approved Your Account to make use of the Services (as determined in our sole discretion); and (c) You have paid and agree to timely pay all applicable fees, including, without limitation, Your subscription fee. You acknowledge and agree that You will not be able to access and use all of the features of the Site that are available to Users of a different membership tier, which You have the ability to elect and enroll at any time for an additional fee.

1.6.2 Site Updates. MatchDay and its affiliates, contractors, and vendors may, at their sole discretion and without any advanced notification to You, occasionally provide You with, certain support options, updates, enhancements, or fixes to the Site and Services (collectively, “Updates”). Any provided Updates will become part of the Services and subject to the Agreement.

2. CONTENT.

2.1. Responsibility for Content. You acknowledge that all Content on or within the Services is the sole responsibility of the party from whom such Content originated. This means that You, and not MatchDay, are entirely responsible for all Content that You upload, post, e-mail, transmit or otherwise make available through the Services (“Your Content”), and that other Users of the Services, and not MatchDay, are similarly responsible for all Content that they make available through the Services (with all Content made available by any User known as “User Content”). By using the Services, You may have an opportunity to see Content created by other Users. You agree not to copy, distribute, disclose, or commercialize that Content or permit any other person or entity of any kind (collectively a “Person”) to do so. You agree to take appropriate precautions to protect Content You obtain from the Services against misuse or disclosure. MatchDay, its affiliates and their employees and other representatives are not liable to You for any User Content that You may be exposed to or encounter while using the Services, including, without limitation, offensive, harmful, inaccurate, incomplete or otherwise inappropriate User Content. “Content” means all information of any kind posted, generated, provided, transmitted or otherwise made available in any way through the Site and Services, including, without limitation, text, graphics, images, music, software, audio, video, data, and works of authorship of any kind. WE RESERVE THE RIGHT TO REMOVE ANY CONTENT, OF ANY VARIETY, AT ANY TIME FOR ANY REASON.

2.2. Posts. MatchDay may post, repost or report, which may be presented or recommended to You in various formats, potential employment opportunities or interested candidates on the Site. You understand that this Content may be prepared or generated by MatchDay or its affiliates or a third party using Content and other data collected through our Site and Services from both Members and Employers.

2.3. Interactive Features or Forums. We may host message boards, user-generated content, promotions, reviews, blogs, games, and other interactive features or services through which users can post or upload User Content or otherwise interact with our Sites or something on them (each, a “Forum”). We do not endorse User Content posted in Forums, cannot guarantee the accuracy or authenticity of such User Content, and are acting only as a passive conduit for such User Content. User Content may include suggestions for uses of products or services that have not been evaluated or approved by us; we do not recommend such uses. You should never use products or services in any manner other than as is described on the Sites. You acknowledge and agree that Forums are public spaces and that your participation in such Forums creates no expectation of privacy. Further, You acknowledge that any Content that You communicate in Forums may be seen and used by others. You understand that our staff, outside contributors, or other users connected with us may participate in Forums or other aspects of the Sites and may employ anonymous usernames when doing so. Any User failing to comply with the Agreement may be expelled from and refused continued access to Forums in the future. However, we are not responsible for Content that You or others choose to communicate in Forums, or for your actions or the actions of other users. IF YOU CHOOSE TO MAKE ANY OF YOUR CONTENT OR OTHER USER CONTENT PUBLICLY AVAILABLE IN A FORUM OR OTHERWISE ON OR THROUGH THE SITES, YOU ACKNOWLEDGE THAT YOU DO SO AT YOUR OWN RISK.

2.4. Downloads. The Site may allow You to download certain Content, applications, software, and other information or materials. MatchDay makes no representation that such download(s) will be error or malware free or fit for a particular purpose. Certain downloads may be subject to a separate agreement either with MatchDay or a third party, for example an agreement with a mobile application store.

2.5. Sponsorship. You understand that paid sponsorships and advertising may be used to supplement the information, content and materials available on the Site. You understand that MatchDay is not responsible for the information, content, advertising, products, services or other materials made available by any third party that are advertised or otherwise distributed through the Site and statements within such advertisements should not be attributed to MatchDay. In all cases involving materials available on or otherwise distributed through the Site, the disclaimers, limitations of liability and other provisions of the Terms shall apply.

2.6. No Obligation to Pre-Screen Content. You acknowledge that MatchDay has no obligation to pre-screen Content (including, but not limited to, User Content), although MatchDay reserves the right in its sole discretion to pre-screen, refuse, or remove any Content for any reason or no reason at all, at any time. By entering into the Agreement, You hereby provide your irrevocable consent to such monitoring. In the event that MatchDay pre-screens, refuses or removes any Content, You acknowledge that MatchDay will do so for MatchDay’s benefit, not yours. Without limiting the foregoing, MatchDay will have the right to remove any Content that violates the Agreement or is otherwise objectionable. In addition to any right or remedy that may be available to us under applicable law, we may suspend, limit, or terminate all or a portion of your access to the Site or any of its features at any time with or without notice if we conclude, in our sole discretion, that Your Content has violated or is inconsistent with the letter or spirit of the Site and our Services. We may be protected for liability from these actions under the Communications Decency Act, 47 U.S.C. § 230.

2.7. Removal of User Content. You can remove User Content by specifically deleting it. However, in certain instances, some of User Content (such as posts or comments You make, your profile information, or messages You send) may not be completely removed and copies of Your Content may continue to exist on the Services. We are not responsible or liable for the removal or deletion of (or the failure to remove or delete) any of Your Content, nor are we responsible for any other party’s use of Your Content.

3. INTELLECTUAL PROPERTY.

3.1. Ownership. Except with respect to Your Content and User Content, You agree that MatchDay and its suppliers (as applicable) own all rights, title and interest in the Services, including without limitation the Content therein, as well as any trade names, graphics, logos, and service marks (the foregoing collectively “Marks”) of MatchDay (“MatchDay Marks”). MatchDay Marks may not be used by You or any third-party for any reason or purpose without permission from us. Other Marks that may appear on or in the Services are the property of their respective owners. The Services are protected by copyright, trademark, and other laws of the United States and foreign countries. You agree not to copy, distribute, or disclose any Content accessible through the Services unless we have given You express written permission to do so.

3.2. License to Your Content. MatchDay does not claim ownership of Your Content. You hereby grant (and You represent and warrant that You have the right to grant) MatchDay a fully paid, royalty-free, perpetual, irrevocable, worldwide, non-exclusive, and fully sublicensable right (including any moral rights) and license to use, license, distribute, reproduce, modify, adapt, publicly perform, and publicly display Your Content (in whole or in part) for the purposes of (both of the following in our sole discretion): (i) operating and providing the Services to You and to our other Users; and (ii) maintaining, enhancing, improving, or modifying the Services. You warrant that the holder of any worldwide intellectual property right, including moral rights, in Your Content, has completely and effectively waived all such rights and validly and irrevocably granted to You the right to grant the license stated above. You agree that You, not MatchDay, are entirely responsible for all aspects of Your Content that You make available on or in the Services.

3.3. Feedback. We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You hereby grant to us a non-exclusive, transferable, worldwide, perpetual, irrevocable, fully-paid, royalty-free license, with the right to sublicense through multiple tiers, under any and all intellectual property rights that You own or control to use, copy, modify, distribute, create derivative works based upon, and otherwise exploit any Feedback for any purpose in perpetuity.

3.4. Copyright Infringement. It is our policy to expeditiously respond to notices of alleged copyright infringement that comply with the United States Digital Millennium Copyright Act (“DMCA”). This section describes the information that should be present in these notices and the take down procedure we follow with respect to allegedly infringing material. If we receive proper notification of claimed copyright infringement, our response to these notices may include removing or disabling access to the allegedly infringing material and/or terminating or suspending users. If we remove or disable access in response to such a notice, we will make a good-faith attempt to contact the provider of the allegedly infringing content so that they may make a counter notification pursuant to the DMCA. It is our policy to accommodate and not interfere with standard technical measures used by copyright owners to identify or protect their copyrighted works that we determine are reasonable under the circumstances.

If You believe that any Content on the Site infringes upon any copyright which You own or control, You may send a written notification to our designated copyright agent (the “Designated Agent”) with the following information:

A description of the copyrighted work or other intellectual property that you claim has been infringed, with sufficient detail so that we can identify the alleged infringing material;
The URL or other specific location on the Site that contains the alleged infringing material described in (a) above, with reasonably sufficient information to enable us to locate the alleged infringing material;
Your name, mailing address, telephone number and email address;
The electronic or physical signature of the owner of the copyright or a person authorized to act on the owner’s behalf;
A statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
A statement by You that the information contained in your notice is accurate and that you attest under penalty of perjury that You are the copyright owner or that you are authorized to act on the copyright owner’s behalf

To notify the provider of the allegedly infringing material to which we have removed or disabled access, we may forward a copy of your infringement notice, including your name and email address to the provider of the allegedly infringing material.

We may terminate Users who, in our sole discretion, are deemed to be repeat infringers. Knowingly misrepresenting in a notification that material is infringing can subject you to damages, including costs and attorneys’ fees, incurred by us or the alleged infringer. If You receive an infringement notification from us, You may file a counter notification pursuant with our Designated Agent pursuant to the DMCA. To file a counter notification, please provide our Designated Agent with the following information:

Identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access was disabled;
Your name, mailing address, telephone number and email address;
The following statement: “I consent to the jurisdiction of [insert one of the following: (1) “the Federal District Court in which my mailing address is located”, or (2) if you reside outside of the United States, “the United States District Court for the Northern District of Texas”];";
The following statement: "I will accept service of process from [insert the name of the person who submitted the infringement notification] or his/her agent";
The following statement: "I swear, under penalty of perjury, that I have a good faith belief that the affected material was removed or disabled as a result of a mistake or misidentification of the material to be removed or disabled"; and
Your signature, in physical or electronic form.

Upon receipt of valid counter notification, we will promptly provide the person who provided the original infringement notification with a copy of your counter notification and inform that person that we will replace the removed material or cease disabling access to it in ten (10) business days. Further, we will replace the removed material and cease disabling access to it not less than ten (10), nor more than fourteen (14), business days following receipt of your counter notice, unless Designated Agent first receives notice from the person who submitted the original infringement notification that such person has filed an action seeking a court order to restrain You from engaging in infringing activity relating to the material on the Site.

4. RESTRICTIONS; REQUIREMENTS.

4.1. Restrictions. You agree that You will not, and will not allow or enable any third party to (the following collectively known as the “Restrictions”): (a) upload, post or otherwise make available on or through a Site any User Content that is inaccurate, misleading, or deceitful Content or protected by copyright, trademark, or other proprietary right of any third party without the express written permission of the owner of such right(s); (b) use a name, email address, or other identifying information that has the effect of hiding Your own or that Person’s affiliation or identity; (c) copy, disclose or distribute Content except as expressly permitted by the Agreement (including through the use of automated or non-automated harvesting, collection, or “scraping”); (d) create an account or use the Services if You have been previously removed by MatchDay, or if You have been previously banned from the Services; (e) use any manual or automated software, devices, or other processes (including but not limited to spiders, robots, scrapers, crawlers, avatars, data mining tools, or the like) to “scrape” or download data from any web pages contained in the Site (except that we grant the operators of public search engines revocable permission to use spiders to copy materials from the Website solely as necessary to create publicly available searchable indices of the materials, but not caches or archives of such materials); (f) use the Services in a manner that directly or indirectly competes with MatchDay or the Services, or market competing services to Users identified through MatchDay or the Services; (g) upload worms, Trojan-horses, viruses, malware, invalid data or other software agents through the Services; (h) license, sell, rent, lease, transfer, assign, reproduce, reverse-engineer, disassemble, decompile, distribute, host or otherwise commercially exploit the Services or any portion of the Services (including without limitation any of the code underlying or forming part of the Services); (i) perform any act on, while using, or with relation to the Services that is in violation of any law or regulation; (j) breach any term of the Agreement; (k) upload protected health information (“PHI” as that term is defined by the Health Insurance Portability and Accountability Act of 1996) of You or any third party into or on the Services, and that furthermore You will not use the Services in any way to transmit, view, access, or store any PHI; or (l) take any action or make available any Content on or through the Services that: (1) infringes any patent, trademark, trade secret, copyright, right of publicity or other right of any Person; (2) constitutes unauthorized or unsolicited advertising, junk or bulk e-mail; (3) involves commercial activities and/or sales, such as contests, sweepstakes, barter, advertising, or pyramid schemes without our prior written consent; (4) impersonates any Person; (5) interferes with or attempts to interfere with the proper functioning of the Services; or (6) attempts to engage in or engage in, any potentially harmful acts that are directed against the Services and/or MatchDay. Any unauthorized use of the Services terminates the licenses granted by MatchDay pursuant to the Agreement, and we may immediately terminate Your access to the Services and delete Your Account (including all User Content and other Content therein) without notice to You.

4.2. Requirements. You agree that: (a) You are at least 16 years old, and that if You are under the age of (18) years old, You may use our Services only with the consent and supervision of Your parent or legal guardian who agrees to be bound by the Agreement; (b) Your use of the Services is not prohibited based on Your residence, jurisdiction of organization, citizenship, or location from which You are accessing the Services; (c) prior to acting for any third party in respect of the Services (including any Person, employer, or recruiting agency), You will disclose all such third parties to us; (d) You will promptly update Your registration information and all Content You provide so that it remains accurate, current, and complete; (e) You will conduct Yourself in a professional and honest manner in all Your interactions with MatchDay, the Services, and with any other User, including refraining from defaming, disparaging, threatening, harassing, or intimidating anyone or using or posting slanderous, libelous, threatening, unlawful, infringing, inflammatory, misleading, fraudulent, false, profane, offensive, obscene, or otherwise objectionable Content or language or behaving inappropriately towards any User or third party (including without limitation by stalking, hacking, phishing, harassing, spamming, bullying, insulting, or otherwise harming anyone); (f) to the extent that MatchDay is determined, for any reason, not to be the licensee of any User Content You have shared through the Services including all rights of paternity, integrity, disclosure and withdrawal and any other rights that may be known as or referred to as “moral rights,” “artist’s rights,” “droit moral,” or the like (collectively “Moral Rights”), You hereby (1) ratify and consent to any action that may be taken by MatchDay to obtain licenses with respect to such Moral Rights and agree not to assert any Moral Rights with respect thereto, and (2) agree that You will confirm any such ratifications, consents and agreements from time to time as and when requested by MatchDay; (g) You have no claim against MatchDay for the placement of advertising or similar Content on the Services or in connection with the display of any Content or other information from the Services; (h) Your User Content will be viewable by other Users and MatchDay will not be responsible for any republishing of the same through third party services and websites (whether in accordance with the Agreement or in breach thereof such as by a third party that hacks into our Services or scrapes Content); (i) You will communicate with other Users or Members through the Services solely for the purpose of recruitment and hiring with respect to jobs and opportunities posted on the Services, and You will not solicit or advertise to any User through the Services for any other purpose, including, but not limited to, investment opportunities, training programs, incubators or anything else unrelated to the jobs and opportunities posted on the Services; (k) You (not MatchDay) will be responsible for procuring and ensuring all necessary equipment and hardware required to properly and fully access and use the Services; and (l) You will comply with all applicable laws and regulations in using the Services, as well as in engaging in any contractual relationship resulting therefrom.

5. CONFIDENTIALITY.

‍No Content from the Site may be copied, reproduced, republished, performed, displayed, downloaded, posted, transmitted, or distributed in any way without written permission of the rights owner, except that you may download or print one copy of specific Content or software made available for your downloading or printing for your personal, non-commercial home use, subject to your compliance with this Agreement and retain the same solely for as long as you continue to be permitted to access the Site. To use Content under such an exception, you must (1) keep any copyright, trademark, or other proprietary notices intact; (2) use such Content pursuant to any licenses associated with such Content; (3) not copy or post such Content on any networked computer or broadcast it in any media; (4) make no modifications to any such Content; and (5) make no additional representations or warranties relating to such Content. Except as otherwise expressly authorized herein or in writing by us, you agree not to reproduce, modify, rent, lease, perform, display, transmit, loan, sell, distribute, or create derivative works based (in whole or in part) on all or any part of the Site or the Content.

During your access to the Services, we may disclose to You, or You may otherwise receive access to, our confidential and/or proprietary materials and information, including without limitation with respect to information about other Users and hiring opportunities (collectively “Confidential Information”). All materials and information disclosed by MatchDay or otherwise made available through the Services that is either identified at the time of disclosure as confidential, or that You reasonably should have known was Confidential Information, will be considered Confidential Information. Unless otherwise agreed in advance and in writing by MatchDay, You will not, except as required by law or court order, use the Confidential Information for any purpose whatsoever or disclose the Confidential Information to any third party. If You are an entity, You may disclose the Confidential Information only to those of Your employees who need to know such information and who, prior to such disclosure, are made aware of the confidential nature of the Confidential Information and caused to execute, or are already bound by, a non-disclosure agreement containing terms and conditions consistent with and no less restrictive than those in the Agreement. In any event, You will be responsible for any breach of the Agreement by any of Your employees. You will use at least the same degree of care to avoid disclosure of the Confidential Information as You employ with respect to Your own confidential information of like importance, but not less than a reasonable degree of care. The obligations in this Section 5 will not apply to any information that You can demonstrate (a) is in or comes into the public domain without breach of the Agreement by You; (b) was in Your possession prior to receipt from MatchDay and was not acquired under an obligation of confidentiality or non-use; (c) is acquired by You from a third party not under an obligation of confidentiality or non-use to MatchDay; or (d) is independently developed by You without use of any Confidential Information as demonstrated by contemporaneous, written records. You may disclose Confidential Information as required by law or court order, provided that You provide us with prompt written notice thereof and use best efforts to limit disclosure. At any time, upon our request, You will return to us all Confidential Information in Your possession, including, without limitation, all copies and extracts thereof.

As a Member, You agree to keep all communications received from Employers confidential and not to disclose any hiring opportunities identified through the Services without the respective Employer’s permission.
As an Employer, You agree to keep Member identities and information confidential. You agree not to disclose any information related to a Member: (i) outside of Your organization with any third-party; or (ii) within Your organization, except as necessary to make hiring related decisions about that Member.

6. RELEASE AND INDEMNITY.

6.1. Release. You hereby irrevocably release any claims You may have against MatchDay, its affiliates, and the directors, officers, managers, staff, partners, employees, members, owners, shareholders, members, agents, and representatives of the foregoing (collectively the “MatchDay Parties”) that are in any way related to or arise from:

The Services or Your use of Content, including any representations, recommendations or referrals You may receive or make as a result of Your registration with MatchDay;
Misstatements, inaccuracies, fallacies, misrepresentations, incompleteness or omissions in Content, and Your reliance on the quality, accuracy, or reliability of any job postings, profile information, recommendations and metrics used on or available through the Services;
Contractual obligations or any other obligations that may arise, including by statute or operation of law, through communications made by Users (including any employment or any other contractual relationship between a Member and an Employer);
Violations of the Agreement, including through other Users posting Content that is fraudulent, false, misleading, defamatory, slanderous, libelous, profane, obscene, invasive, threatening, harassing, bullying, intimidating, unlawful, infringing, inflammatory, or in violation of any laws, agreements, or policies the User is subject to;
Any use by a third party of Content obtained from the Services, including any misappropriation, infringement, or other unlawful activity that a third party may undertake after obtaining Content in contravention of the Agreement or applicable laws, rules, or regulations;
The behavior, acts, or omissions of any third-party, including without limitation any Third-Party Services; and
Your inability to use or access the Services or any Content, including, without limitation, as a result of (a) any suspension or termination of Your Account; (b) viruses, malicious code, bugs, glitches or errors in the Services; or (c) delays, outages or disruptions that affect the Services.

Furthermore:

You are solely responsible for Your use of the Services, for any Content You provide, and for any consequences thereof, including the use of Your Content by other Users and third parties.
You agree and acknowledge that under no circumstances is or will MatchDay be considered any type of employer, co-employer, or joint-employer with respect to any User or Member. You acknowledge and agree that any employment relationship You enter into is separate and independent from MatchDay and/or the Services, and the parties that enter into such direct arrangements (not MatchDay) will bear any and all responsibility and liability for the same.
Without limiting the applicability of the foregoing, You: (i) assume all liability for proper classification as an employee or independent contractor based on applicable legal guidelines; (ii) acknowledge that MatchDay does not, in any way, supervise, direct, or control the manner, means, or conditions of any work or services performed; (iii) acknowledge that MatchDay does not influence, control, or take any responsibility or liability of any kind for the details of any employment opportunity posted on the Site; (iv) agree that MatchDay will not provide either party with training or any equipment, labor, or materials; (v) agree that MatchDay will not set, nor will it provide, the rate or method of compensation, payment, benefits or deductions any amount for withholding, unemployment, Social Security, or other taxes.
IF YOU ARE A RESIDENT OF A JURISDICTION THAT REQUIRES A SPECIFIC STATEMENT REGARDING RELEASE, THEN THE FOLLOWING APPLIES. FOR EXAMPLE, CALIFORNIA RESIDENTS MUST, AS A CONDITION OF THE TERMS, WAIVE THE APPLICABILITY OF CALIFORNIA CIVIL CODE SECTION 1542, WHICH STATES, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR.” YOU HEREBY WAIVE THIS SECTION OF THE CALIFORNIA CIVIL CODE. YOU HEREBY WAIVE ANY SIMILAR PROVISION IN LAW ANYWHERE, REGULATION, OR CODE THAT HAS THE SAME INTENT OR EFFECT AS THE AFOREMENTIONED PROVISION.

6.2. Indemnity. You agree to indemnify and hold each of the MatchDay Parties from and against any claims, damages, obligations, losses, liabilities, costs, debt, and expenses (including but not limited to attorney’s fees) (all of the foregoing collectively the “Losses”) arising from: (a) your use or non-use of the Site or Services; (b) your actual or alleged violation of the Agreement or of any applicable law, rule, or regulation; (c) alleged or actual violation of any third party’s right (including without limitation by defamation, fraud, or infringement of intellectual property rights such as copyright, logo, trademark, service mark, trade name, property or privacy right); (d) any relationship or dispute between or involving You and any third party (including without limitation another User or a MatchDay Party), including, without limitation, disputes arising from an employment, contractual or similar relationship whether or not based on communications You or they made through the Services; (e) Your Content; and (f) Your negligence, willful misconduct, or fraud. You will pay all reasonable attorneys’ fees, court costs, filing fees, settlements, disbursements and other defense costs in connection with the Losses arising under this paragraph. Your obligations under the foregoing indemnity may not be offset against any other claim You may have against any MatchDay Parties. You agree that the provisions in this paragraph will indefinitely survive any termination of your Account(s) or the Services.

7. LIMITATION OF LIABILITY.

TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AGREE AND ACKNOWLEDGE THAT IN NO EVENT WILL ANY MATCHDAY PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, ANY DAMAGES RESULTING FROM LITIGATION COSTS, COSTS OF PROCUREMENT OF SUBSTITUTE SERVICES, OR A LOSS OF PRODUCTION, REPUTATION, OPPORTUNITIES, USE, DATA, CONTENT, REVENUE OR PROFITS, IN EACH CASE WHETHER OR NOT ANY MATCHDAY PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, ON ANY THEORY OF LIABILITY, WHETHER BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY. WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY LAW, THE MATCHDAY PARTIES WILL NOT BE LIABLE FOR ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS ARISING OUT OF OR IN CONNECTION WITH THE AGREEMENT, OR FROM ANY COMMUNICATIONS, INTERACTIONS OR MEETINGS WITH OTHER USERS OF THE SERVICES, ON ANY THEORY OF LIABILITY RESULTING FROM (A) THE USE OR INABILITY TO USE THE SERVICES (INCLUDING ON ACCOUNT OF THE TERMINATION OR SUSPENSION OF YOUR ACCESS TO THE SERVICES OR TERMINATION OR SUSPENSION OF YOUR ACCOUNT); (B) STATEMENTS OR CONDUCT OF ANY OTHER PARTY ON THE SERVICES; (C) ANY DELETION OR MODIFICATION OF CONTENT YOU OR A THIRD PARTY PROVIDED ON THE SITE; OR (D) ANY OTHER MATTER RELATED TO THE SERVICES OR YOUR USE OR NON-USE THEREOF, WHETHER BASED CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY. THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN MATCHDAY AND YOU. CERTAIN JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, OUR LIABILITY TO YOU OR TO ANY THIRD PARTY IS LIMITED TO THE GREATER OF THE ACTUAL TOTAL AMOUNT RECEIVED BY US FROM YOU OR THE LOWEST LIABILITY LIMITATION ALLOWED BY APPLICABLE LAW.

8. DISCLAIMERS.

‍Except as otherwise provided below, MATCHDAY does not act as an employment agency, or any other type of agent, by providing the Site or SERVICES. MATCHDAY provides the Site solely as an independent contractor and does not have authority to act or make employment decisions on behalf of ANY MEMBER OR Employer. Nothing in thE Agreement or on the Site should be construed as creating an agency relationship WITH MATCHDAY.

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITH ALL FAULTS. MATCHDAY PARTIES EXPRESSLY DISCLAIM ALL WARRANTIES, REPRESENTATIONS, AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT ARISING FROM USE OF THE SERVICES. MATCHDAY PARTIES MAKE NO WARRANTY, REPRESENTATION OR CONDITION THAT THE SERVICES WILL MEET YOUR REQUIREMENTS; WILL BE UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE; OR THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES WILL BE ACCURATE, EFFECTIVE, OR RELIABLE. ANY CONTENT DOWNLOADED FROM OR OTHERWISE ACCESSED THROUGH THE SERVICES IS DONE SO AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY, INCLUDING, BUT NOT LIMITED TO, YOUR COMPUTER SYSTEM AND ANY DEVICE YOU USE TO ACCESS THE SERVICES, OR ANY OTHER LOSS THAT RESULTS FROM ACCESSING SUCH CONTENT. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU ACKNOWLEDGE AND AGREE THAT MATCHDAY PARTIES ARE NOT LIABLE, AND YOU AGREE NOT TO SEEK TO HOLD MATCHDAY PARTIES LIABLE, FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OPERATORS OF EXTERNAL SITES AND OTHER USERS, AND THAT THE RISK OF INJURY FROM SUCH THIRD PARTIES RESTS ENTIRELY WITH YOU. MATCHDAY PARTIES MAKE NO WARRANTY REGARDING ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF ANY USER CONTENT OBTAINED THROUGH THE SERVICES.

9. MONITORING AND ENFORCEMENT.

9.1 ‍MatchDay reserves the right to: (a) remove or refuse to post any of Your Content for any or no reason in our sole discretion; (b) take any action with respect to any of Your Content that we deem necessary or appropriate in our sole discretion, including without limitation if we believe that such Content violates the Agreement, infringes any intellectual property right or other right of any Person, threatens the personal safety of users of the Services or the public, or could create liability for MatchDay; (c) disclose Your identity or other information about You to any third party who claims that material posted by You violates their rights, including without limitation their intellectual property rights or their right to privacy; (d) take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Services; and/or (e) terminate or suspend Your access to all or part of the Services for any or no reason, including without limitation, any violation of the Agreement. We reserve the right, but have no obligation, to monitor and/or manage disputes between You and other Users.

9.2 If MatchDay becomes aware of any possible violation(s) by You of the Agreement, MatchDay reserves the right to investigate such violation(s). If, because of the investigation, MatchDay believes that criminal activity has occurred, MatchDay reserves the right to refer the matter to, and to cooperate with, any and all applicable legal authorities. MatchDay is entitled, except to the extent prohibited by applicable law, to disclose any information or materials on or in the Services, including without limitation Your Content, in MatchDay’s possession in connection with Your use of the Services, to (i) comply with applicable laws, legal process or governmental request; (ii) enforce the Agreement; (iii) respond to any claims that Your Content or Your acts or omissions violates the rights of third parties; (iv) respond to Your requests for customer service; or (v) protect the rights, property or personal safety of MatchDay, its Users or the public, and all enforcement or other government officials, as MatchDay in its sole discretion believes to be necessary or appropriate.

10. COMMUNICATIONS.

By entering into the Agreement or using the Site or Services, You agree to receive communications from us, including via e-mail, text message, calls, push notifications or prerecorded messages may be generated by automatic telephone dialing systems. Standard text messaging charges applied by your cell phone carrier will apply to text messages that we send. MatchDay may contact You by short message service (“SMS”) text message from time to time regarding your User Account or the Services to provide appointment reminders, check-ins regarding care, administrative messages and other communications about the Services (“SMS Communications”). These SMS Communications are considered part of the Services and your User Account.

By agreeing to these Terms and providing your telephone number to us or our affiliates, You consent to receive SMS Communications from or on behalf of MatchDay at the telephone number You provided. BY GIVING THIS CONSENT, YOU ARE AGREEING TO THE DISPUTES, ARBITRATION, AND CLASS ACTION WAIVER OF THIS AGREEMENT AS WELL AS THE REST OF THE TERMS HEREIN, INCLUDING THE LIMITATION OF LIABILITY.

You can stop receiving SMS Communications at any time by texting “STOP” to the number from which you receive the SMS Communications. You agree that if you request to opt out from future SMS Communications, MatchDay may send you a one-time opt-out confirmation SMS text message. After this, you will no longer receive SMS Communications from MatchDay. You may also reply “HELP” on to any SMS Communication to receive more information, including a customer contact number. Message and data rates may apply to any SMS Communications, and consent to a program is not required for use of our Services. Our SMS Communication programs may send automated reoccurring texts. Neither MatchDay nor mobile carriers are liable for delayed or undelivered messages. You must notify us if you give up a telephone number that is subscribed to a text message marketing program or if the number is otherwise reassigned. To do so, or find out more information on our text message marketing programs, please contact us using the information in the Contact Us section. Our Privacy Policy applies to text message marketing programs.

11. TERM AND TERMINATION.

11.1. Term. The Agreement commences on the earlier to occur of (a) the date You first access the website or use the Services; or (b) the date when You accept them, and will remain in full force and effect while You use the Services, unless terminated earlier in accordance with the Agreement. The Agreement will have an initial term of (12) months therefrom (the “Initial Term”) and shall automatically renew for (1) month on a recurring monthly basis (“Renewal Term”) (collectively, the “Term”). Upon renewal of the Agreement, the Membership Fee will be charged for each Renewal Term.

11.2. Termination by MatchDay. MatchDay has the right to terminate or suspend Your access to all or part of the Services for any or no reason, at its sole discretion, and at any time, including without limitation in the event that You have materially breached any provision of the Agreement, or if MatchDay is required to do so by law (e.g., where the provision of the Services is, or becomes, unlawful). The provisions of the Agreement concerning protection of intellectual property rights, authorized use, user submitted content, disclaimers, limitations of liability, indemnity, and disputes, as well as any other provisions that by their nature should survive, shall survive any such termination.

11.3. Termination by You. You may terminate this Agreement by providing written notice of termination, including your detailed contact information and any Account information or other Site credentials, to us using the information in the Contact Us section; provided that (i) upon such termination all rights to use and access any of the Services will be immediately and automatically revoked; (ii) all amounts due to MatchDay in connection with the Agreement will become due and payable; and (iii) You will not be entitled to a refund of any fees paid in advance to MatchDay for any of the Services.

11.4. Effect of Termination. Termination of the Services includes removal of access to, and barring of further use of, the Services, and the deletion of Your Content and all related information associated with Your Account. MatchDay will not have any liability whatsoever to You for any suspension or termination, including for deletion of Your Content. Upon termination of the Agreement for any reason, You will destroy and remove from all computers, cloud storage and other storage media all Content that You acquired through use of the Services. All provisions of the Agreement which by their nature should survive, will survive termination of Services, including without limitation, ownership provisions, warranty disclaimers, indemnification, confidentiality, dispute resolution, and limitation of liability.

12. WAIVER OF JURY TRIAL. YOU HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY OF ANY ISSUE TRIABLE BY A JURY FULLY TO THE EXTENT THAT ANY SUCH RIGHT NOW OR HEREAFTER EXISTS WITH REGARD TO: (I) THE AGREEMENT OR ANY USE BY YOU OF THE SERVICES; OR (II) ANY CLAIM, COUNTERCLAIM OR OTHER ACTION ARISING IN CONNECTION WITH THE AGREEMENT OR IN CONNECTION WITH ANY USE BY YOU OF THE SERVICES. THIS WAIVER OF RIGHT TO TRIAL BY JURY IS GIVEN KNOWINGLY AND VOLUNTARILY BY YOU AND IS INTENDED TO ENCOMPASS INDIVIDUALLY EACH INSTANCE AND EACH ISSUE AS TO WHICH THE RIGHT TO A TRIAL BY JURY MAY OTHERWISE ACCRUE. MATCHDAY IS HEREBY AUTHORIZED TO FILE A COPY OF THIS SECTION IN ANY PROCEEDING AS CONCLUSIVE EVIDENCE OF THIS WAIVER BY YOU.

13. THIRD-PARTIES.

You acknowledge that portions of the Services that we provide to Users include content, support, and services that are provided by third parties (collectively, “Third-Party Services”). Such Third-Party Services are not under the control of, and are not the responsibility of, MatchDay. We provide these Third-Party Services only as a convenience and we do not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Services. By agreeing to these Terms of Use, you also accept the third party terms and conditions governing the provision of Third Party Services.

We may provide on the Site, solely as a convenience to Users, links to websites, social media pages, mobile applications or other services operated by other entities. If you click these links, you will leave our Site. If you decide to visit any external link, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. You use all links in Third-Party Services at Your own risk. We do not make any warranty or representation regarding, or endorse or otherwise sponsor, any linked Sites or the information appearing thereon or any of the products or services described thereon. Links do not imply that we are legally authorized to use any trademark, trade name, logo or copyright symbol displayed in or accessible through the links; or that any linked Site is authorized to use any of our trademarks, logos or copyright symbols. When You leave our Services, the Agreement and our policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third-Party Services, and make whatever investigation You feel necessary or appropriate before proceeding with any transaction with any third party or before using any Third-Party Service. With respect to any other content, products, goods or services available on any third-party website, under no circumstances will MatchDay be held responsible or liable, directly or indirectly, for any loss, injury or damage of any kind that is caused in connection with the use by you of, or reliance on, any such material.

We may maintain a presence on and link to social media websites, including Facebook, LinkedIn, Google Plus, Twitter, YouTube, TikTok, Pinterest and Instagram, and others (collectively, “Social Media Pages”), to provide a place for people to learn more about us and our services and to share experiences with our products. When you visit these Social Media Pages, You are no longer on our Site, but rather a website operated by a third party. All comments, visuals and other materials posted by visitors to our Social Media Pages do not necessarily reflect our opinions, values or ideas. All visitors to our Social Media Pages must comply with the respective social media platform’s terms of use.

14. GENERAL.

14.1. Assignment. The Agreement, and Your rights and obligations hereunder, may not be assigned, subcontracted, delegated or otherwise transferred by You without MatchDay’s prior written persmission. ADD

14.2. Force Majeure. MatchDay will not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including, but not limited to, acts of God, war, terrorism, riots, embargos, epidemics, pandemics, acts of civil or military authorities, fire, floods, accidents, strikes or shortages of transportation facilities, fuel, energy, labor, or materials.

14.4. Notice. Where MatchDay requires that You provide an e-mail address, You are responsible for providing MatchDay with Your most current e-mail address. In the event that the last e-mail address You provided to MatchDay is not valid, or for any reason is not capable of delivering to You any notices required/ permitted by the Agreement, MatchDay’s dispatch of the e-mail containing such notice will nonetheless constitute effective notice. You may give notice to MatchDay at the following address: [____]. Such notice will be deemed given when received by MatchDay by letter delivered by nationally recognized overnight delivery service or first class postage prepaid mail at the above address.

14.5. Availability of Services Outside U.S. MatchDay operates and controls the Services from the United States. MatchDay makes no representation that the Services are appropriate or available in other locations. The information provided on or through the Services is not intended for distribution to or use by any Person in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject MatchDay to any registration requirement within such jurisdiction or country. Accordingly, those Users who choose to access the Services from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

14.6. Governing Law. The Terms and any action related thereto will be governed and interpreted by and under the laws of the State of Texas, without giving effect to any principles that provide for the application of the law of another jurisdiction. The United Nations Convention on Contracts for the International Sale of Goods does not apply to the Agreement. Any dispute arising from or in any way related to this Agreement will be resolved exclusively by the courts in Travis County, Texas.

The following terms apply to users that are residents and users of certain jurisdictions:

New Jersey Users: If You are a consumer residing in New Jersey, the following provisions of this Agreement do not apply to you (and do not limit any rights that you may have) to the extent that they are unenforceable under New Jersey law: (a) Disclaimer of Warranty; (b) Limitation of Liability; (c) Indemnity; and (d) under Disputes, Arbitration and Class Action Waiver, the Arbitration terms, the Class Action Waiver and the governing law terms (solely to the extent that your rights as a consumer residing in New Jersey are required to be governed by New Jersey law). According to N.J.S.A. 56:12-16, you may have additional rights if you are a New Jersey resident and other provisions of this Agreement are found to violate an established legal right.

California Users: Under California Civil Code Section 1789.3, California users are entitled to the following consumer rights notice: California residents may reach the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs by mail at 1625 North Market Blvd., Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210.

Users Outside the United States: WE MAKE NO REPRESENTATION THAT THE INFORMATION AND MATERIALS ON THE SITE ARE APPROPRIATE OR AVAILABLE FOR USE IN OTHER LOCATIONS OTHER THAN THE LOCATION(S) FOR WHICH THE SITE IS DIRECTED. WE DO NOT REPRESENT OR WARRANT THAT THE SITE OR ANY PART THEREOF IS APPROPRIATE OR AVAILABLE FOR USE IN ANY PARTICULAR JURISDICTION OTHER THAN THE UNITED STATES. Those who choose to access the Site do so on their own initiative and at their own risk, and are responsible for complying with all local statutes, orders, regulations, rules, and other laws. You are also subject to United States export controls and are responsible for any violations of such controls, including without limitation any United States embargoes or other federal rules and regulations restricting exports.

14.7. Disputes, Arbitration and Class-Action Waiver.

ARBITRATION USES A NEUTRAL ARBITRATOR INSTEAD OF A JUDGE OR JURY, ALLOWS FOR MORE LIMITED DISCOVERY THAN IN COURT, AND IS SUBJECT TO VERY LIMITED REVIEW BY COURTS. YOU MAY CHOOSE TO BE REPRESENTED BY A LAWYER IN ARBITRATION OR PROCEED WITHOUT ONE. THIS ARBITRATION PROVISION SHALL SURVIVE TERMINATION OF THIS AGREEMENT.

Except as may be otherwise described herein, any dispute, claim or controversy arising out of or relating to the Agreement, other agreements on the Site, related to the Services or the Privacy Policy, or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be either determined by binding arbitration in Travis County, Texas before one arbitrator or submitted to small claims court in Travis County, Texas. If the arbitrator finds this location to be unreasonably burdensome to You, a new location may be selected or arbitration may be conducted over the phone, using video conferencing, or similar. You may be entitled to an in-person hearing near your place of residence. Judgment on the award may be entered in any court having appropriate jurisdiction. Any arbitration arising out of or related to the Agreement shall be conducted in accordance with the expedited procedures set forth in the JAMS Comprehensive Arbitration Rules and Procedures as those Rules exist on the effective date of the Agreement, including Rules 16.1 and 16.2. Reasonable discovery will be allowed during arbitration in accordance with these rules. The JAMS Rules are available at www.jamsadr.com or by calling 1-800-352-5267 (within the USA).

EXCEPT FOR COORDINATED CLAIMS, YOU AGREE THAT ANY CLAIMS OR ARBITRATION UNDER THIS AGREEMENT WILL TAKE PLACE ON AN INDIVIDUAL BASIS; YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR OUR INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING; CLASS ARBITRATIONS AND CLASS ACTIONS ARE NOT PERMITTED, AND YOU AND WE ARE AGREEING TO GIVE UP THE ABILITY TO PARTICIPATE IN A CLASS ARBITRATION OR CLASS ACTION. Further, except for Coordinated Claims, unless both you and we agree otherwise, the arbitrator may not consolidate more than one person’s claims with your or our claims respectively and may not otherwise preside over any form of a representative or class proceeding.

If this specific provision is found to be unenforceable, then the entirety of this arbitration provision shall be null and void and shall be severed from the remainder of this Agreement.

The arbitrator may award declaratory or injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim.

If twenty-five (25) or more individuals initiate Notices of dispute with us raising similar claims, and counsel for the individuals bringing the claims are the same or are coordinated for these individuals ("Coordinated Claims"), the claims shall proceed in arbitration in a coordinated proceeding. Counsel for the individuals and counsel for UCM shall each select five (5) cases to proceed first in arbitration in a bellwether proceeding ("Test Cases"). The remaining cases shall not be filed in arbitration until the first ten (10) have been resolved. If the parties are unable to resolve the remaining cases after the conclusion of the Test Cases, each side may select another five (5) cases to proceed to arbitration for a second bellwether proceeding. This process may continue until the parties have determined an objective methodology to make an offer to resolve each and every outstanding claim. A court will have authority to enforce this clause and, if necessary, to enjoin the mass filing of arbitration demands against UCM. Individuals bringing Coordinated Claims shall be responsible for up to US$250 of their filing fees or the maximum permissible under the applicable arbitration rules. All applicable statutes of limitations and defenses based upon the passage of time will be tolled while the Coordinated Proceedings specified in this Section are pending. We will take such action, if any, required to effectuate such tolling.

Notwithstanding the foregoing, you and we both agree that you or we may sue in court to enjoin infringement or other misuse of intellectual property rights or in other scenarios where injunctive relief is appropriate. In the event a court or arbitrator having jurisdiction finds any portion of this Agreement unenforceable, that portion shall not be effective and the remainder of the Agreement shall remain effective. No waiver, express or implied, by either party of any breach of or default under this Agreement will constitute a continuing waiver of such breach or default or be deemed to be a waiver of any preceding or subsequent breach or default.

14.7. Waiver; Severability. Any waiver or failure to enforce any provision of the Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. If any portion of this Agreement is held invalid or unenforceable, that portion will be construed in a manner to reflect, as nearly as possible, the original intention of the parties, and the remaining portions will remain in full force and effect.

14.8. Section Headings; Interpretation. The section headings are for convenience only and will not be given any legal import. You agree that the Agreement will not be construed against MatchDay by virtue of MatchDay having drafted them.

14.9. No Third-Party Beneficiaries. The Agreement is between You and MatchDay. No third party has any rights or remedies under the Agreement.

14.10. Taxes & Fees. All charges levied by MatchDay, including, without limitation, all fees You incur as part of using or being registered for the Services, are exclusive of all taxes and VAT. You are responsible for all taxes as applicable. Furthermore, You are responsible for paying all fees and costs incurred by MatchDay in enforcing any part or term of the Agreement.

14.11. Relationship of the Parties. You and MatchDay are entirely independent and will have no power or authority to assume or create any obligation or responsibility on behalf of each other. This Agreement will not be construed to create or imply any partnership, agency, joint venture, or employment arrangement of any kind.

14.12. Entire Agreement. The Agreement is the final, complete and exclusive agreement of the Parties with respect to the subject matter hereof and thereof and supersedes and merges all prior discussions between the Parties with respect to such subject matter.

Contact Us

If you have any questions or concerns about these Terms of Use or need to deliver to us updated information regarding your Account, please email us at [Email], call us at [Phone], or write to us at [Address]. We will attempt to respond to your questions or concerns promptly after we receive them.

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