Welcome to PLAY3RSPORT.com, a Web-based sportlifestyle portal operated by Player Industries Ltd. (“PLAY3R”). The services offered by PLAY3R include the PLAY3R Web site and any other Web site owned or operated by PLAY3R or its affiliates (individually and collectively referred to in this Agreement as the “Website”), and other features, content, services and applications offered by PLAY3R either in connection with the Website or independently thereof (collectively, the “Services”). Where appropriate, the term “PLAY3R” refers both to PLAY3R Industries Ltd. and its affiliates. By using the PLAY3R Services you agree to the Terms of Use, whether or not you become a member.

Member Acceptance

BY USING AND/OR VISITING THIS WEBSITE (collectively, including all Content available through the PLAY3RSPORT.com and PLAY3RSPORT.ca domain names, the “PLAY3R Website”, or “Website”), YOU (the “Member”) SIGNIFY YOUR ASSENT TO BOTH THESE TERMS AND CONDITIONS (the “Terms of Use”) AND THE TERMS AND CONDITIONS OF PLAY3R’S PRIVACY POLICY, WHICH ARE PUBLISHED AT http://PLAY3RSPORT.com/PrivacyPolicy, AND WHICH ARE INCORPORATED HEREIN BY REFERENCE. If you do not agree to any of these terms, then please do not use the PLAY3R Website.

Modifications

PLAY3R reserves the right to modify or amend this Agreement at any time, for any reason, or for no reason at all, at PLAY3R’s sole discretion. The most recent version of this Agreement will be posted on the PLAY3R Website. Although PLAY3R will provide notice of material changes to this Agreement on the PLAY3R Website, as a Member it is your sole responsibility to keep yourself apprised of any such modifications or amendments. Should Member object to any terms and conditions of the Agreement or any subsequent modifications thereto or become dissatisfied with PLAY3R in any way, Member’s only recourse is to immediately: (1) discontinue use of PLAY3R; (2) terminate PLAY3R registration; and (3) notify PLAY3R of termination.

PLAY3R Website

These Terms of Use apply to all Members of the PLAY3R Website, including Members who are also contributors of video content, information, and other materials or services on the Website. The PLAY3R Website may contain links to third party websites that are not owned or controlled by PLAY3R. PLAY3R has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third party websites. In addition, PLAY3R will not and cannot censor or edit the content of any third-party site. By using the Website, you expressly relieve PLAY3R from any and all liability arising from your use of any third-party website. Accordingly, we encourage you to be aware when you leave the PLAY3R Website and to read the terms and conditions and privacy policy of each other website that you visit.

Description of Services

As a Member, you will be provided with a variety of services, as described on the PLAY3R Website (the “Services”). PLAY3R reserves the right to enhance, modify, or discontinue the Services, in whole or in part, at any time, for any reason, or for no reason at all, at PLAY3R’s sole discretion, with or without notice to Members, and with no obligation to Members.

Eligibility

Use of the Services and Membership in the Website is void where prohibited. By using the Services and/or the Website, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 13 years of age or older; (d) you have the authority to enter into this Agreement; and (e) your use of the Services and/or the Website does not violate any applicable law, regulation or agreement. Your profile may be deleted and your Membership may be terminated without warning, if we believe that you are under 13 years of age. Users may not have more than one active Membership account.

Website Access

A. PLAY3R hereby grants you permission to use the Website as set forth in this Terms of Use, provided that: (i) your use of the Website as permitted is solely for your personal, noncommercial use; (ii) you will not copy or distribute any part of the Website in any medium without PLAY3R’s prior written authorization; (iii) you will not alter or modify any part of the Website other than as may be reasonably necessary to use the Website for its intended purpose; and (iv) you will otherwise comply with the terms and conditions of these Terms of Use.

B. In order to access some features of the Website, Member will have to register and create an account. You may never use another’s account without permission. When creating your account, you must provide accurate and complete information. You are solely responsible for the activity that occurs on your account, and you must keep your account password secure. You must notify PLAY3R immediately of any breach of security or unauthorized use of your account. Although PLAY3R will not be liable for your losses caused by any unauthorized use of your account, you may be liable for the losses of PLAY3R or others due to such unauthorized use.

Intellectual Property Rights

The content on the PLAY3R Website, except all Member Submissions (as defined below), including without limitation, the text, software, scripts, graphics, photos, sounds, music, videos, interactive features and the like (“Content”) and the trademarks, service marks and logos contained therein (“Marks”), are owned by or licensed to PLAY3R, subject to copyright and other intellectual property rights under Canada and foreign laws and international conventions. Content on the Website is provided to you AS IS for your information and personal use only and may not be used, copied, reproduced, distributed, transmitted, broadcast, displayed, sold, licensed, or otherwise exploited for any other purposes whatsoever without the prior written consent of the respective owners. PLAY3R reserves all rights not expressly granted in and to the Website and the Content. You agree to not engage in the use, copying, or distribution of any of the Content other than expressly permitted herein, including any use, copying, or distribution of Member Submissions of third parties obtained through the Website for any commercial purposes. If you download or print a copy of the Content for personal use, you must retain all copyright and other proprietary notices contained therein. You agree not to circumvent, disable or otherwise interfere with security related features of the PLAY3R Website or features that prevent or restrict use or copying of any Content or enforce limitations on use of the PLAY3R Website or the Content therein.

Member Content and Submissions

A. The PLAY3R Website may now or in the future permit the submission of videos or other communications submitted by you and other Members (“Member Submissions”) and the hosting, sharing, and/or publishing of such Member Submissions. You understand that whether or not such Member Submissions are published, PLAY3R does not guarantee any confidentiality with respect to any submissions.

B. You shall be solely responsible for your own Member Submissions and the consequences of posting or publishing them. In connection with Member Submissions, you affirm, represent, and/or warrant that: (i) you own or have the necessary licenses, rights, consents, and permissions to use and authorize PLAY3R to use all patent, trademark, trade secret, copyright or other proprietary rights in and to any and all Member Submissions to enable inclusion and use of the Member Submissions in the manner contemplated by the Website and these Terms of Use; and (ii) you have the written consent, release, and/or permission of each and every identifiable individual person in the Member Submission to use the name or likeness of each and every such identifiable individual person to enable inclusion and use of the Member Submissions in the manner contemplated by the Website and these Terms of Use. For clarity, you retain all of your ownership rights in your Member Submissions. However, by submitting the Member Submissions to PLAY3R, you hereby grant PLAY3R a worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Member Submissions in connection with the PLAY3R Website and PLAY3R’s (and its successor’s) business, including without limitation for promoting and redistributing part or all of the PLAY3R Website (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each Member of the PLAY3R Website a non-exclusive license to access your Member Submissions through the Website, and to use, reproduce, distribute, prepare derivative works of, display and perform such Member Submissions as permitted through the functionality of the Website and under these Terms of Use. The foregoing license granted by you terminates once you remove or delete a Member Submission from the PLAY3R Website.

C. In connection with Member Submissions, you further agree that you will not: (i) submit material that is copyrighted, protected by trade secret or otherwise subject to third party proprietary rights, including privacy and publicity rights, unless you are the owner of such rights or have permission from their rightful owner to post the material and to grant PLAY3R all of the license rights granted herein; (ii) publish falsehoods or misrepresentations that could damage PLAY3R or any third party; (iii) submit material that is unlawful, obscene, defamatory, libelous, threatening, pornographic, harassing, hateful, racially or ethnically offensive, or encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law, or is otherwise inappropriate; (iv) post advertisements or solicitations of business; (v) impersonate another person . PLAY3R does not endorse any Member Submission or any opinion, recommendation, or advice expressed therein, and PLAY3R expressly disclaims any and all liability in connection with Member Submissions. PLAY3R does not permit copyright infringing activities and infringement of intellectual property rights on its Website, and PLAY3R will remove all Content and Member Submissions if properly notified that such Content or Member Submission infringes on another’s intellectual property rights. PLAY3R reserves the right to remove Content and Member Submissions without prior notice. PLAY3R will also terminate a Member’s access to its Website, if they are determined to be a repeat infringer. A repeat infringer is a Member who has been notified of infringing activity more than once and/or has had a Member Submission removed from the Website more than once. PLAY3R also reserves the right to decide whether Content or a Member Submission is appropriate and complies with these Terms of Use for violations other than copyright infringement and violations of intellectual property law, such as, but not limited to, pornography, obscene or defamatory material, or excessive length. PLAY3R may remove such Content and Member Submissions and/or terminate a Member’s access for uploading such material in violation of these Terms of Use at any time, without prior notice and at its sole discretion.

D. In particular, if you are a copyright owner or an agent thereof and believe that any Member Submission or other content infringes upon your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (“DMCA”) by providing our Copyright Agent with the following information in writing (see 17 U.S.C 512(c)(3) for further detail):

(i) A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

(ii) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;

(iii) Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled and information reasonably sufficient to permit the service provider to locate the material;

(iv) Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and, if available, an electronic mail;

(v) A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and

(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

PLAY3R’s designated Copyright Agent to receive notifications of claimed infringement can be reached at change[at]play3rsport[dot]com. For clarity, only DMCA notices should go to the Copyright Agent; any other feedback, comments, requests for technical support, and other communications should be directed to PLAY3R through accounts[at]play3rsport[dot].You acknowledge that if you fail to comply with all of the requirements of this Section 5(D), your DMCA notice may not be valid.

E. You understand that when using the PLAY3R Website, you will be exposed to Content and Member Submissions from a variety of sources, and that PLAY3R is not responsible for the accuracy, usefulness, safety, or intellectual property rights of or relating to such Content and Member Submissions. You further understand and acknowledge that you may be exposed to Content and Member Submissions that are inaccurate, offensive, indecent, or objectionable, and you agree to waive, and hereby do waive, any legal or equitable rights or remedies you have or may have against PLAY3R with respect thereto, and agree to indemnify and hold PLAY3R, its Owners/Operators, affiliates, and/or licensors, harmless to the fullest extent allowed by law regarding all matters related to your use of the site.

F. You are solely responsible for your interactions with other PLAY3R Members and Guests. PLAY3R reserves the right, but has no obligation, to monitor disputes between you and other Members or Guests.

Privacy

PLAY3R has established a Privacy Policy to explain to Members how their information is collected and used, which Member can read at http://www.play3rsport.com/PrivacyPolicy. Member’s use of the PLAY3R Website or the Services signifies acknowledgment of and agreement to PLAY3R’s Privacy Policy. Members further acknowledge and agree that PLAY3R may disclose Member’s personal information if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to comply with legal process, enforce Member Acceptance, or to protect the rights, property, or personal safety of PLAY3R, its employees, Members and third parties, and the public, or as otherwise described in the Privacy Policy. You are solely responsible for your interactions with other Members. PLAY3R reserves the right, but has no obligation, to monitor disputes between you and other Members.

Commercial Email

MEMBERS CONSENT TO RECEIVE COMMERCIAL E-MAIL MESSAGES FROM PLAY3R, AND ACKNOWLEDGE AND AGREE THAT THEIR EMAIL ADDRESSES AND OTHER PERSONAL INFORMATION MAY BE USED BY PLAY3R FOR THE PURPOSE OF INITIATING COMMERCIAL E-MAIL MESSAGES.

Warranty Disclaimer

YOU AGREE THAT YOUR USE OF THE PLAY3R WEBSITE SHALL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, PLAY3R, ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE WEBSITE AND YOUR USE THEREOF. PLAY3R MAKES NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THIS SITE’S CONTENT OR THE CONTENT OF ANY SITES LINKED TO THIS SITE AND ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONSIN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE PLAY3R WEBSITE. PLAY3R DOES NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE ADVERTISED OR OFFERED BY A THIRD PARTY THROUGH THE PLAY3R WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND PLAY3R WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH THE PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST JUDGMENT AND EXERCISE CAUTION WHERE APPROPRIATE.

Limitation of Liability

IN NO EVENT SHALL PLAY3R, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER RESULTING FROM ANY (I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF OUR WEBSITE, (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM OUR WEBSITE, (IV) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE, WHICH MAY BE TRANSMITTED TO OR THROUGH OUR WEBSITE BY ANY THIRD PARTY, AND/OR (V) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF YOUR USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE PLAY3R WEBSITE, WHETHER BASED ON WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT THE COMPANY IS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION.

YOU SPECIFICALLY ACKNOWLEDGE THAT PLAY3R SHALL NOT BE LIABLE FOR MEMBER SUBMISSIONS OR THE DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY AND THAT THE RISK OF HARM OR DAMAGE FROM THE FOREGOING RESTS ENTIRELY WITH YOU.

Indemnity

You agree to defend, indemnify and hold harmless PLAY3R, its parent corporation, officers, directors, employees and agents, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: (i) your use of and access to the PLAY3R Website; (ii) your violation of any term of these Terms of Use; (iii) your violation of any third party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that one of your Member Submissions caused damage to a third party. This defense and indemnification obligation will survive these Terms of Use and your use of the PLAY3R Website.

Fees, Refunds and Renewals & Termination of Membership

PLAY3R reserves the right to vary or terminate Member Services and does not guarantee that paid Member Services will remain paid or that a free-of-charge Member Services will remain free-of-charge.

a. You authorize PLAY3R, to collect payment of your Membership fees (initial or renewal) by charging any billing vehicle (e.g. credit card) we have on file for you. If, for whatever reason, we are unable to collect your full membership fee or full renewal fee, PLAY3R reserves the right to terminate or suspend your membership immediately without notification.

b. Initial Membership/Subscription Term & Renewal:

The effective date for all Member Services will begin the date the Member completes the online enrollment process and receives an email confirmation from PLAY3R. Unless Member terminates membership seven (7) days prior to renewal date, membership will renew automatically.

You may cancel your Member Services at any time by contacting our Customer Service team at accounts[at]play3rsport[dot]com

Refunds

If you decide to end any Member Services, we will issue a pro-rata refund for any unused whole days remaining on the applicable service on a pro-rata basis (a day is regarded as starting at 00.01 hours GMT). For example, if you end your subscription on day 15 of a 30-day subscription period, PLAY3R will refund you the remaining 15 days of the subscription period.

Any cancellation of your service will be effective once PLAY3R receives notice of it.

Customer satisfaction

If for any reason you are unhappy with any element of your experience with PLAY3R service, we will investigate every complaint and will endeavour to resolve any issues as quickly as possible.

Failed transactions

Please ensure that your payment card details are kept up to date. If we are unable to process payment from your card, we regret that it will be necessary to suspend your access to the subscription sections of the Paid For services until you provide us with details of a valid credit card. You can do this by emailing our Customer Service department at accounts[at]play3rsport[dot]com You will still be liable for any outstanding payments that could not be met when your account was suspended.

Ability to Accept Terms of Use

You affirm that you are either more than 18 years of age, or an emancipated minor, or possess legal parental or guardian consent, and are fully able and competent to enter into the terms, conditions, obligations, affirmations, representations, and warranties set forth in these Terms of Use, and to abide by and comply with these Terms of Use. In any case, you affirm that you are over the age of 13, as the PLAY3R Website is not intended for children under 13.

Assignment

These Terms of Use, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by PLAY3R without restriction.

General

You agree that: (i) the PLAY3R Website shall be deemed solely based in Alberta; and (ii) the PLAY3R Website shall be deemed a passive website that does not give rise to personal jurisdiction over PLAY3R, either specific or general, in jurisdictions other than Alberta. These Terms of Use shall be governed by the internal substantive laws of the Province of Alberta, without respect to its conflict of laws principles. Any claim or dispute between you and PLAY3R that arises in whole or in part from the PLAY3R Website shall be decided exclusively by a court of competent jurisdiction located in Alberta. These Terms of Use, together with the Privacy Policy at http://www.PLAY3RSPORT.com/PrivacyPolicy and any other legal notices published by PLAY3R on the Website, shall constitute the entire agreement between you and PLAY3R concerning the PLAY3R Website. If any provision of these Terms of Use is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms of Use, which shall remain in full force and effect. No waiver of any term of this these Terms of Use shall be deemed a further or continuing waiver of such term or any other term, and PLAY3R’s failure to assert any right or provision under these Terms of Use shall not constitute a waiver of such right or provision. YOU AND PLAY3R AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THE PLAY3R WEBSITE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

Updated as of September 12, 2010