Victory Lap - Terms and Conditions

Terms And Conditions

CANDIDATE AND VISITOR TERMS OF SERVICE

VICTORY LAP LLC, an Illinois limited liability company (“Victory Lap,” “we,” “us,” or

“our”) permits you to use our online services and software provided on or in connection with the

services provided by us to you (collectively, the “Services”), which you can access through our

website located at www.VictoryLap.io(the “Site”). Please read these Candidate & Visitor Terms

of Service, as amended, updated, modified, restated or revised from time to time (“Terms of

Service”) carefully.

We provide our Site to visitors (“Visitors”) and Services to Candidates (as defined below)

subject to the terms and conditions set forth in the Terms of Service. By visiting the Site, using

the Services, browsing the public areas of the Site, or clicking “I AGREE”, you acknowledge

and agree that you have read, understood, and are legally bound by the Terms of Service. Your

use of the Site evidences your agreement to the Terms of Services. For avoidance of doubt,

unless you agree to the Terms of Service, do not use and/or visit the Site.

NOTE: THESE TERMS OF SERVICE CONTAIN A MANDATORY INDIVIDUAL

ARBITRATION AND A CLASS ACTION/JURY TRIAL WAIVER PROVISION THAT

REQUIRES YOU TO RESOLVE ALL DISPUTES THROUGH BINDING INDIVIDUAL

ARBITRATION. THIS MEANS THAT YOU WAIVE ANY RIGHT TO HAVE THOSE

DISPUTES DECIDED BY A JUDGE OR JURY AND THAT YOU WAIVE YOUR

RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS, OR

REPRESENTATIVE ACTIONS.

Modification. The Terms of Service may be amended, updated, modified, restated or

revised from time to time. When amended, a “Last Updated” date will be posted at the top of

this screen, which date shall evidence the date of such amendment, update, modification,

restatement or revision. Your continued visit to the Site and/or Services constitutes your

acceptance of such amendment, update, modification, restatement or revision.

Nature of Business Relationship. Victory Lap is an online recruiting marketplace. Our

Services allow individuals seeking employment opportunities (each, a “Candidate”) to connect

with companies seeking to recruit such individuals

(each, an

“Employer”). We serve as

intermediary between Candidates and Employers. Victory Lap is not involved in any contract

of employment between Candidates and Employers, whether or not Victory Lap receives

some form of remuneration in connection with the transaction. Nothing in this Agreement

or by any relationship between Candidate and Victory Lap shall be construed as creating

an employment relationship, a partnership, joint venture, or agency of any kind. Upon

registering as a Candidate, you may receive an invitation to be included in the collection of

Candidate profiles that are accessible to Employers. Your Candidate Content (as defined below)

will be visible and accessible by Employers and the Employers may ask for additional

information about you. If an Employer is interested in interviewing you, you may receive an

offer from the Employer for an interview

(“Interview Request”). You may, in your sole

discretion, accept or reject an Interview Request. Your interaction with an Employer may result

in the Employer extending an offer for employment to you (“Job Offer”). You may, in your sole

discretion, accept or reject a Job Offer.

Eligibility. The Services are only available for individuals aged 18 years or older. If you

are under 18 years of age, please cease visitation to the Site and do not use the Services. Any use

or access to the Services by anyone under 13 is strictly prohibited and in violation of these Terms

of Service. You may use the Services only in compliance with these Terms of Service and all

applicable laws, rules and regulations. The Services are not available to any Visitors or

Candidates previously removed from the Services by Victory Lap.

Rights to Visit the Site and Use Services. Subject to the Terms of Service, you are

hereby granted a non-exclusive, limited, non-transferable, freely revocable right to visit the Site

and use the Services only and as permitted by the features of the Services. Victory Lap reserves

all rights not expressly granted herein in the Services and the Victory Lap Content (as defined

below). Victory Lap may terminate this license at any time for any reason or no reason.

Changes to Services. We may, without prior notice, make changes, corrections or

improvements to the Services; stop providing the Services or features of the Services, to you or

to users generally; or create usage limits for the Services. We may permanently or temporarily

terminate or suspend your access to the Services without notice and liability for any reason,

including if in our sole determination you violate any provision of these Terms of Service, or for

no reason. Upon termination for any reason or no reason, you continue to be bound by these

Registration. In order to access and use the Services, you must register by creating a

Candidate account. You may never use another user’s account without permission. During the

registration process, you will be asked to provide your name, email address, and phone number

and you will be asked to create a password for your account. You represent and warrant that all

registration information you submit to us is truthful, complete and accurate, and you shall

maintain the accuracy of such information. You are solely responsible for the confidentiality of

your Candidate account and for the activity that occurs on the account, and you must keep your

account password secure. We encourage you to use “strong” passwords (passwords that use

a combination of upper and lower case letters, numbers and symbols) with your account.

You shall promptly inform us of any need to deactivate your Candidate account. We

reserve the right to delete or change your Candidate account at any time and for any reason. We

are under no obligation to accept any individual as a Candidate, and may accept or reject any

registration in or sole and complete discretion. You must notify us immediately of any breach of

security or unauthorized use of your Candidate account. Victory Lap will not be liable for any

losses caused by any unauthorized use of your Candidate account. You may control your

Candidate account and how you interact with the Services by changing the settings in your

settings page.

Consent to Communications from Victory Lap. By providing Victory Lap your email

address and telephone number, you expressly consent to our using the email address and

telephone number to send you Services-related notices, including any notices required by law, in

lieu of communication by postal mail. We may also use your email address and telephone

number to send you other messages, such as changes to features of the Services and special

offers. If you do not want to receive such communications, you may opt out or change your

preferences in your settings page. Opting out may prevent you from receiving communications

regarding updates, improvements, or offers.

Signing Bonus. We may, in our sole discretion, pay Candidates a signing bonus for Job

Offers for full time employment of an indefinite term (“Signing Bonus”). Victory Lap may pay

any such Signing Bonus within one hundred and twenty (120) days after the Start Date (as

defined below) of Candidate’s employment with an Employer. In the event that the Candidate

fails to notify Victory Lap of a signed and executed Job Offer, or does not act in good faith

regarding a signed and executed Job Offer, to be determined in Victory Lap’s sole discretion, the

Candidate shall not be entitled to receive any Signing Bonus. We reserve the right to cancel,

reduce or change the amount of the Signing Bonus or stop offering the Signing Bonus at any

time without advance notice in our sole discretion.

Candidate Referral Bonus. We may, in our sole discretion, pay a Candidate a referral

bonus for referring new persons to the Victory Lap platform (“Candidate Referral Bonus”). To

receive the Candidate Referral Bonus: (1) the referred person must have registered for Victory

Lap through a Friendbuy custom link; (2) the referred person must never have been a Candidate

on Victory Lap; (3) the referred person must have accepted a Job Offer for full time employment

of an indefinite term; and (4) the referred person must not be the same as the referring Candidate.

Victory Lap may pay any such Candidate Referral Bonus within one hundred and twenty (120)

days after the Start Date of a Candidate’s employment with an Employer. You are limited to one

Candidate Referral Bonus for each Candidate (i.e., future accepted Job Offers from a Candidate

will not qualify for additional Candidate Referral Bonuses). We reserve the right to cancel,

reduce, or change the amount of the Candidate Referral Bonus or stop offering the Candidate

Referral Bonus at any time.

10.

Used of Personal Data. Your visitation to the site or use of the Services may involve the

transmission to us of certain personal information. You understand that by using the Services

you consent to the collection, use and disclosure of your personal information n as set forth in

ourPrivacy Policy, and to have your personally identifiable information collected, used,

transferred to and processed in the United States or Canada.

11.

Community Guidelines. By your visitation to the site or use of the Services, you hereby

agree that:

You shall not use the Site or the Services for any unlawful purpose or to engage in

any commercial activities, including, without limitation, raising money; advertising or

promoting a product, service, or company; or engaging in any pyramid or other

multi-tiered marketing scheme;

You shall not access or use the Site and the Services to collect any market

research for a competing businesses;

You shall not upload, post, e-mail, transmit, or otherwise make available any

content that:

i. infringes any copyright, trademark, right of publicity, or other proprietary rights

of any person or entity;

ii. is threatening, tortious, defamatory, libelous, indecent, obscene, pornographic,

sexually explicit, invasive of another’s privacy, or promotes extreme violence or

cruelty to animals, or contains hate speech (i.e., speech that attacks or demeans a

group based on race or ethnic origin, religion, disability, gender, age, veteran

status, and/or sexual orientation/gender identity; or

iii. discloses any sensitive information about another person, including that person’s

e-mail address, postal address, phone number, credit card information, or any

similar information.

You shall not “stalk” or otherwise harass another user of the Site and/or Services

or any other person;

You shall not impersonate any person or entity or falsely state or otherwise

misrepresent your affiliation with a person or entity; and

You shall not engage in any of the following prohibited activities:

i.copying, distributing, or disclosing any part of the Services in any medium,

including without limitation by any automated or non-automated “scraping”;

ii.using any automated system, including without limitation, “robots,” “spiders,”

“offline readers,” etc., to access the Services in a manner that sends more request

messages to Victory Lap’s servers than a human can reasonably produce in the

same period of time by using a conventional on-line web browsers (except that

Victory Lap grants the operators of public search engines revocable

permission to use spiders to copy publically available materials from Victory

Lap.io for the sole purpose of and solely to the extent necessary for creating

publicly available searchable indices of the materials, but not caches or

archives of such materials);

iii.transmitting spam, chain letters, or other unsolicited email;

iv.attempting to interfere with, compromise the system integrity or security or

decipher any transmissions to or from the servers running the Services;

v.taking any action that imposes, or may impose at our sole discretion an

unreasonable or disproportionately large load on our infrastructure;

vi.uploading invalid data, viruses, worms, or other software agents through the

Services;

vii.collecting or harvesting any personally identifiable information, including account

names, from the Services;

viii.using the Services for any commercial solicitation purposes;

ix.impersonating another person or otherwise misrepresenting your affiliation with a

person or entity, conducting fraud, hiding or attempting to hide your identity;

x.interfering with the proper working of the Services;

xi.accessing any content on the Services through any technology or mean other than

those provided or authorized by the Services;

xii.create multiple accounts for you for any reason, including, without limitation, in

order to obtain the same promotion multiple times; or

xiii.bypassing the measures we may use to prevent or restrict access to the Services,

including without limitation features that prevent or restrict use or copying of any

content or enforce limitations on use of the Services or the content therein.

We reserve the right, in our sole and absolute discretion, to deny you (or any device) access to

the Site and/or the Services, or any portion of the Site and/or the Services, without notice.

12.

Victory Lap Content. Except for the Employer Content, the Site and the Services and all

materials contained therein, including, but not limited to software, text, graphics, copy, images,

artwork, logos, trademarks, service marks, copyrights, sound recordings, audiovisual works,

photographs, content belonging to other users, including, but not limited to, Candidate Content

(as defined below) and all copyrightable or otherwise legally protectable elements of the

Services, including, without limitation, the design, selection, sequence, look and feel, and

arrangement of the Services (collectively referred to as the “Victory Lap Content”), and all

intellectual property rights related thereto, are the exclusive property of Victory Lap and its

licensors (including, but not limited to, other employers, Candidates and users who post content

to the Services). Except as explicitly provided herein, nothing in these Terms of Service shall be

deemed to create a license in or under any such intellectual property rights, and you agree not to

sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly

perform, publish, adapt, edit or create derivative works from any Victory Lap Content, or

otherwise use the Victory Lap Content in any way for any public or commercial purpose. Use of

the Victory Lap Content for any purpose not expressly permitted by these Terms of Service is

strictly prohibited.

You must retain all copyright and other proprietary notices contained in the original Victory Lap

Content on any copy you make of the Victory Lap Content. The use or posting of the Victory

Lap Content on any other website or in a networked computer environment for any purpose is

expressly prohibited. If you violate any part of these Terms of Service, your permission to access

and/or use the Victory Lap Content, the Site and/or the Services automatically terminates and

you must immediately destroy any copies you have made of the Victory Lap Content.

13.

Candidate Content. As noted above, the Services provide Candidates the ability to post

and upload content including but not limited to, their resume

/ CV and job preferences

(collectively, the “Candidate Content”). You expressly acknowledge and agree that once you

submit your Candidate Content through the Services, it will be accessible by Employers, and that

there is no confidentiality or privacy with respect to such Candidate Content, including, without

limitation, any personally identifying information that you may make available through the

Services. YOU, AND NOT VICTORY LAP, ARE ENTIRELY RESPONSIBLE FOR ALL

YOUR CANDIDATE CONTENT THAT YOU UPLOAD, POST, E-MAIL, OR OTHERWISE

TRANSMIT VIA THE SERVICES. Except for the licenses in this Section, you retain all

copyrights and other intellectual property rights in and to your own Candidate Content. You do,

however, hereby grant us a non-exclusive, royalty-free, sublicensable, transferable, perpetual

license to modify, compile, combine with other content, copy, record, synchronize, transmit,

translate, format, distribute, publicly display, publicly perform, and otherwise use or exploit your

Candidate Content as reasonably necessary to provide the Services to you under these Terms of

Service.

If you submit Candidate Content to us, each such submission constitutes a representation and

warranty to Victory Lap that (a) you own or otherwise have the valid right to grant to Victory

Lap the rights to use the Candidate Content as described in these Terms of Service and Victory

Lap may use your Candidate Content as permitted herein without violating any applicable law,

rule or regulation or infringing or misappropriating any intellectual property or moral rights of

any person, and that such Candidate Content does not contain any libelous, defamatory, or

obscene material or content that violates our Community Guidelines; and (b) to the best of your

knowledge, all your Candidate Content and other information that you provide to us is truthful

and accurate.

14.

Communications with Victory Lap. Although we encourage you to e-mail us, we do

not want you to, do not, e-mail us any content that contains confidential information. You may

choose to or we may invite you to submit comments or ideas about the Services, including

without limitation about how to improve the Service or our products (collectively, the “Ideas”).

By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without

restriction and will not place Victory Lap under any fiduciary or other obligation, and that we are

free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a

non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of

your submission, Victory Lap does not waive any rights to use similar or related ideas previously

known to Victory Lap, or developed by its employees, or obtained from sources other than you.

15.

NO WARRANTIES. NONE OF VICTORY LAP, ITS AFFILIATES, SUBSIDIARIES,

OR ANY OF ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS

(COLLECTIVELY THE “VICTORY LAP PARTIES”) ENDORSE ANY CANDIDATE,

EMPLOYER, ANY CANDIDATE CONTENT OR ANY CONTENT MADE AVAILABLE BY

ANY EMPLOYER THROUGH THE SERVICES. YOU ACKNOWLEDGE THAT THE

SERVICES MERELY ASSISTS CANDIDATES IN IDENTIFYING JOB OPPORTUNITIES

THAT MEET THEIR REQUIREMENTS. NONE OF THE VICTORY LAP PARTIES IS A

PARTY TO, OR HAS ANY RESPONSIBILITY OR LIABILITY WITH RESPECT TO, ANY

TRANSACTION, COMMUNICATION OR INTERACTION BETWEEN CANDIDATES AND

EMPLOYERS OR FOR ANY RESULTS CAUSED BY USING THE SERVICES,

INCLUDING WITHOUT LIMITATION, ANY PERSONAL INJURY OR PROPERTY

DAMAGE.

THE SERVICES AND THE SITE ARE PROVIDED ON AN “AS IS” AND “AS

AVAILABLE” BASIS. USE OF THE SERVICES, THE SITE AND THE VICTORY LAP

CONTENT IS AT YOUR OWN RISK. TO THE MAXIMUM EXTENT PERMITTED BY

APPLICABLE LAW, THE SERVICES, THE SITE AND THE VICTORY LAP CONTENT IS

PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR

IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF

MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR

NON-INFRINGEMENT. NO ADVICE OR INFORMATION, WHETHER ORAL OR

WRITTEN, OBTAINED BY YOU FROM VICTORY LAP OR THROUGH THE SERVICES

WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. WITHOUT

LIMITING THE FOREGOING, NONE OF THE VICTORY LAP PARTIES WARRANT

THAT THE VICTORY LAP CONTENT IS ACCURATE, RELIABLE OR CORRECT; THAT

THE SITE OR SERVICES WILL MEET YOUR REQUIREMENTS; THAT THE SITE OR

SERVICES WILL BE AVAILABLE AT ANY PARTICULAR TIME OR LOCATION,

UNINTERRUPTED OR SECURE; THAT ANY DEFECTS OR ERRORS WILL BE

CORRECTED; OR THAT THE SITE OR SERVICES ARE FREE OF VIRUSES OR OTHER

HARMFUL COMPONENTS. ANY VICTORY LAP CONTENT DOWNLOADED OR

OTHERWISE OBTAINED THROUGH THE USE OF THE SITE AND/OR SERVICE IS

DOWNLOADED AT YOUR OWN RISK AND YOU WILL BE SOLELY RESPONSIBLE

FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS

OF DATA THAT RESULTS FROM SUCH DOWNLOAD OR YOUR USE OF THE SITE OR

THE SERVICES.

16.

LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY

LAW, IN NO EVENT SHALL ANY OF THE VICTORY LAP PARTIES BE LIABLE FOR

ANY: (I) INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY

DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOST PROFITS,

REVENUES, GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES, ARISING

OUT OF OR RELATING TO THESE TERMS OF SERVICE, EVEN IF SUCH VICTORY

LAP PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND

(II) ANY DIRECT DAMAGES THAT YOU MAY SUFFER AS A RESULT OF YOUR USE

OF THE SITE, THE SERVICES OR THE VICTORY LAP CONTENT SHALL BE LIMITED

TO ONE HUNDRED DOLLARS ($100). UNDER NO CIRCUMSTANCES WILL VICTORY

LAP BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR INJURY RESULTING FROM

HACKING, TAMPERING OR OTHER UNAUTHORIZED ACCESS OR USE OF THE

SERVICES OR YOUR CANDIDATE ACCOUNT OR THE INFORMATION CONTAINED

THEREIN.

IN NO EVENT SHALL THE TOTAL CUMULATIVE LIABILITY OF THE VICTORY LAP

PARTIES FOR ANY AND ALL DIRECT DAMAGES ARISING OUT OF OR RELATING TO

THESE TERMS OF SERVICE, EXCEED, THE TOTAL FEES RECEIVED BY VICTORY

LAP FROM YOU IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE

DATE OF WHICH SUCH CLAIM ARISES. SOME JURISDICTIONS DO NOT ALLOW THE

EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO

THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. THESE

HAVE OTHER RIGHTS WHICH VARY ACCORDING TO JURISDICTION. THE

DISCLAIMERS, EXCLUSIONS, AND LIMITATIONS OF LIABILITY UNDER THESE

APPLICABLE LAW.

17.

Statute of Limitation. Any action, claim or lawsuit arising out of or relating to your visit

to or use of the Site and/or use of the Services must be filed no more than eighteen (18) months

after the date of on which the cause of action arose regardless of the nature of the action, claim or

lawsuit. You voluntarily waive any statute of limitations, under law or otherwise, to the contrary.

18.

Indemnification. You agree to defend, indemnify, and hold the Victory Lap Parties

harmless from and against any and all losses, liabilities, damages, demands, claims (including

taxes), costs, payments and expenses

(including any and all reasonable attorneys’ fees,

reasonable costs of investigation, discovery, litigation and settlement, interest and any

judgments, fines and penalties) as incurred, arising out of or in connection with any third-party

claims (a) arising from or relating to: (i) your violation of any term of these Terms of Service,

including without limitation, your breach of any of the representations and warranties herein; (ii)

your misuse of the Site, the Services, and/or the Victory Lap Content, (iii) your Candidate

Content or any content that is submitted via your Candidate account, including without

limitation, misleading, false, or inaccurate information, (iv) your violation of any third-party

right, including without limitation, any copyright, trademark, trade secret, privacy or publicity

right,

(v) any other party’s access and/or use of the Services with your unique username,

password or other appropriate security code, or (vi) a violation or alleged violation of any

applicable laws; or (b) any claims brought against any Victory Lap Party by an Employer as a

result of any of your gross negligence or willful misconduct.

19.

External Sites. The Site and the Services may contain links to third-party websites

(“External Sites”). These links are provided solely as a convenience to you and not as an

endorsement by us of the content on such External Sites. The content of such External Sites is

developed and provided by others. You should contact the site administrator or webmaster for

those External Sites if you have any concerns regarding such links or any content located on such

External Sites. We are not responsible for the content of any linked External Sites and do not

make any representations regarding the content or accuracy of materials on such External Sites.

You should take precautions when downloading files from all websites to protect your computer

from viruses and other destructive programs. Victory Lap shall not be liabile from any viruses

and or other destructive programs on your computer as a result of your visitation to External

Sites. If you decide to access linked External Sites, you do so at your own risk.

20.

Activity Recruiting Process. If you are a Candidate, you hereby agree that:

No Active Recruiting Process (as defined below) has been in place between you

and any Employer for ninety (90) days prior to the date on which you first interact with

such Employer through our Services. For the purposes of these Terms of Service, “Active

Recruiting Process” means a continuous direct, back and forth communication between

an Employer and a Candidate in an active recruiting or hiring context where a decision to

put a Candidate on hold or a decision to reject such Candidate has not been made.

You shall initiate any initial interaction with any Employer exclusively through

the Services. Further communication may take place outside of our Services only after

the Interview Request is sent out by the Employer and accepted by the Candidate. You

shall no communicate directly with the Employer unless and until an Interview Request is

sent out by the Employer and accepted by the Candidate.

You shall promptly inform us upon receipt of a Job Offer, including but not

limited to, the details on the beginning of the employment, duration and compensation.

You shall promptly inform us if you accept a Job Offer and also provide us with

the signed Job Offer or the details of the engagement including but not limited to the

scope of the role, remuneration and other conditions of employment.

You shall promptly notify us if your employment does not commence or is

terminated within ninety

(90) days from the start date that you agree to with the

Employer (“Start Date”).

You shall not publicly or privately disclose, post or disseminate any Job Offers

that you receive through the Services.

You shall not attempt to circumvent our Services by independently attempting to

communicate with an Employer that contacted or communicated with you through our

Services.

21.

Compliance with Applicable Laws. Whether you are physically located inside or

outside of the United States or Canada, you are solely responsible for ensuring compliance with

the applicable laws of your specific jurisdiction. You shall comply with the applicable laws of

your specific jurisdiction.

22.

Claimed Infringement which may be given under that Act is as follows:

Victory Lap, LLC

325 W Huron St Suite 401

Chicago, IL 60654

If you believe that your work has been copied on the Site and/or the Services in a way that constitutes

requirements of the Act, including (a) a description of the copyrighted work that has been

infringed and the specific location on the Site and/or the Services where such work is located; (b)

a description of the location of the original or an authorized copy of the copyrighted work; (c)

your address, telephone number and e-mail address; (d) 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;

(e) a statement by you, made under penalty of perjury, that the information in your notice is

accurate and that you are the copyright owner or authorized to act on the copyright owner’s

behalf; and (f) an electronic or physical signature of the owner of the copyright or the person

authorized to act on behalf of the owner of the copyright interest.

23.

Governing Law. These Terms of Service shall be governed by the internal substantive

laws of the State of Illinois, without respect to its conflict of laws principles. The application of

the United Nations Convention on Contracts for the International Sale of Goods is expressly

excluded. You agree to submit to the personal jurisdiction of the federal and state courts located

in Cook County, Illinois State for any actions for which we retain the right to seek injunctive or

other equitable relief in a court of competent jurisdiction to prevent the actual or threatened

infringement, misappropriation or violation of our copyrights, trademarks, trade secrets, patents,

or other intellectual property or proprietary rights, as set forth in the Arbitration provision below,

including any provisional relief required to prevent irreparable harm. You agree that Cook

County, Illinois State is the proper forum for any appeals of an arbitration award or for trial court

proceedings in the event that the arbitration provision below is found to be unenforceable.

24.

Arbitration.

READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES THE PARTIES TO

ARBITRATE THEIR DISPUTES AND LIMITS THE MANNER IN WHICH YOU CAN SEEK

RELIEF FROM VICTORY LAP. FOR ANY DISPUTE WITH VICTORY LAP,

YOU AGREE TO FIRST CONTACT US AT CONNECT@VICTORY LAP.COM AND ATTEMPT

TO RESOLVE THE DISPUTE WITH US INFORMALLY. IN THE UNLIKELY EVENT

THAT VICTORY LAP HAS NOT BEEN ABLE TO RESOLVE A DISPUTE IT HAS WITH

YOU AFTER SIXTY (60) DAYS, YOU AND VICTORY LAP AGREE THAT THE SOLE

AND EXCLUSIVE FORUM AND REMEDY FOR ANY AND ALL DISPUTES AND

CLAIMS RELATING IN ANY WAY TO OR ARISING OUT OF THESE TERMS OF

SERVICE SHALL BE FINAL AND BINDING ARBITRATION. THE FEDERAL

ARBITRATION ACT AND FEDERAL ARBITRATION LAW APPLY TO THESE TERMS.

THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN

ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON

AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT

(INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY

DAMAGES), AND MUST FOLLOW THE TERMS OF THESE TERMS OF SERVICE AS A

COURT WOULD.

ANY DISPUTE BETWEEN VICTORY LAP AND YOU ABOUT OR INVOLVING YOUR USE OF

THE SERVICES THAT IS UNABLE TO BE INFORMALLY RESOLVED MUST BE

COMMENCED AND CONDUCTED UNDER THE COMMERCIAL ARBITRATION RULES

(THE “AAA RULES”) OF THE AMERICAN ARBITRATION ASSOCIATION (“AAA”)

AND, WHERE APPROPRIATE, THE AAA’S SUPPLEMENTARY PROCEDURES FOR

CONSUMER RELATED DISPUTES (“AAA CONSUMER RULES”), BOTH OF WHICH

ARE AVAILABLE AT THE AAA WEBSITE WWW.ADR.ORG OR BY CALLING THE

AAA AT 1-800-778-7879, IN COOK COUNTY, ILLINOIS, USA , PROVIDED THAT THE

FOREGOING SHALL NOT PREVENT VICTORY LAP FROM SEEKING INJUNCTIVE

RELIEF IN A COURT OF COMPETENT JURISDICTION. JUDGMENT ON THE AWARD

MAY BE ENTERED IN ANY COURT OF COMPETENT JURISDICTION.

25.

Class Action/Jury Trial Waiver.

WITH RESPECT TO ALL PERSONS AND ENTITIES, REGARDLESS OF WHETHER

THEY HAVE OBTAINED OR USED THE SERVICES FOR PERSONAL, COMMERCIAL

OR OTHER PURPOSES, WE EACH AGREE THAT TO THE FULLEST EXTENT

PERMITTED BY APPLICABLE LAW, ANY DISPUTE RESOLUTION PROCEEDINGS

WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS,

CONSOLIDATED OR REPRESENTATIVE ACTION. IF FOR ANY REASON A CLAIM

PROCEEDS IN COURT RATHER THAN IN ARBITRATION WE EACH WAIVE ANY

RIGHT TO A JURY TRIAL.

26.

Miscellaneous.

The Terms of Service will inure to the benefit of our successors, assigns,

licensees, and sublicensees. The Terms of Service, and any rights and licenses granted

hereunder, may not be transferred or assigned by you, but may be assigned by Victory

Lap without restriction. Any attempted transfer or assignment in violation hereof shall be

null and void.

No waiver of any term of the Terms of Service shall be deemed a further or

continuing waiver of such term or any other term, and Victory Lap’s failure to assert any

right or provision under the Terms of Service shall not constitute a waiver of such right or

provision.

The Terms of Service, together with any amendments and any additional

agreements you may enter into with Victory Lap in connection with the Service, shall

constitute the entire agreement between you and Victory Lap concerning the Service. If

any provision of the Terms of Service are deemed invalid by a court of competent

jurisdiction, the invalidity of such provision shall not affect the validity of the remaining

provisions of the Terms of Service, which shall remain in full force and effect.

Notwithstanding the foregoing or anything else in the Terms of Service, the terms of the

The section headings in these Terms of Service are provided merely for

convenience and shall not be given any legal import.

Please contact us at hello@Victory Lap.io with any questions regarding the