Terms of Service

1Acceptance of Terms

By accessing or using the AVI Platform (“Platform”), operated by Athlete Valuation Group LLC, a Delaware limited liability company (“Company,” “we,” “us,” or “our”), you (“User,” “you,” or “your”) agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, you may not access or use the Platform.

These Terms apply to all users of the Platform, including athletes, sports agents, coaches, institutional subscribers, brand sponsors, and any other individuals or entities accessing the Platform in any capacity.

2Description of Services

The AVI Platform is a data-driven NIL (Name, Image, and Likeness) valuation and marketplace platform that provides:

• Athlete profile creation, management, and valuation ("Athlete Valuation Index" or "AVI Score")
• Sponsor marketplace and brand partnership facilitation
• Recruiting and scouting resources for coaches and institutional subscribers
• Agent and representative tools for athlete management
• Data licensing and analytics services

The Platform currently serves men's basketball and football; additional sports may be added at the Company's discretion.

3Eligibility

To use the Platform, you must:

• Be at least 13 years of age; users between 13 and 17 must have verifiable written parental or guardian consent prior to registration, and the Company may require additional verification of such consent
• Have the legal authority to enter into a binding agreement
• Comply with all applicable federal, state, and local laws and regulations
• Not be prohibited from using the Platform under applicable law

Athlete users who are current NCAA student-athletes must ensure their use of the Platform complies with applicable NCAA bylaws, including but not limited to NCAA Bylaw 12 (Amateurism) and applicable NIL regulations.

4User Accounts

4.1 Account Registration

To access certain features of the Platform, you must create an account. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete.

4.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify us immediately of any unauthorized use of your account at info@avindex.io.

4.3 Athlete Profiles

Athlete profiles on the Platform are offered free of charge. In consideration for free access to the Platform, athlete users acknowledge and agree that the Company may display, license, sublicense, and monetize data derived from athlete profiles, including aggregated and anonymized data, in accordance with the data license granted in Section 6.1, our Privacy Policy, and applicable law.

5Institutional Subscriptions

Institutional access (coaches, scouts, and recruiting personnel) is available through the following subscription tiers:

• AVI 10: $5,000 per year — access to up to 10 athlete profiles per month
• AVI 25: $10,000 per year — access to up to 25 athlete profiles per month

All institutional subscriptions are annual, automatically renew for successive one-year terms unless either party provides written notice of non-renewal at least thirty (30) days prior to the end of the then-current term, and are non-refundable unless otherwise agreed in writing. The Company reserves the right to adjust subscription pricing upon renewal with at least sixty (60) days' prior written notice. Monthly billing is not available for institutional tiers.

Subscribers may not share login credentials or sublicense access to third parties. Any access in excess of the applicable monthly profile limit will be billed at $500 per additional profile accessed.

6Data Ownership & Licensing

6.1 Company Data Rights

The Company retains ownership of all aggregated, anonymized, and platform-generated data, including but not limited to AVI Scores, valuation indices, and market positioning data. By creating a profile or using the Platform, you grant the Company a perpetual, worldwide, royalty-free, fully sublicensable, and transferable license to use, reproduce, distribute, display, and create derivative works from your submitted data for platform operations, analytics, data licensing, and other business purposes reasonably related to the Platform's services.

This license survives any termination or deletion of your account, except that you may request deletion of personally identifiable information in accordance with applicable data protection laws, subject to the Company's legal obligations and legitimate business interests in retaining anonymized or aggregated data.

6.2 Data Licensing to Third Parties

The Company may license anonymized or aggregated data to third-party brands, sponsors, and institutional partners including but not limited to athletic apparel companies, sports agencies, and media organizations. The Company will not sell individually identifiable personal information to third parties without the applicable user's explicit opt-in consent. For the avoidance of doubt, the licensing of aggregated or de-identified data that does not reasonably identify a specific individual does not constitute a “sale” of personal information.

6.3 User Content

You retain ownership of content you submit to the Platform (photos, bios, performance statistics). By submitting content, you grant the Company a non-exclusive, perpetual, worldwide, royalty-free, sublicensable license to use, reproduce, modify, display, and distribute such content for Platform operations, promotional purposes, and data licensing activities. You represent and warrant that you own or have all necessary rights to the content you submit and that such content does not infringe any third party's intellectual property or other rights.

7Sponsor Marketplace

The Platform's Sponsor Marketplace facilitates connections between athletes and brand partners. The Company does not guarantee the completion of any deal, the accuracy of any valuation, or the suitability of any match between athlete and brand. The Company reserves the right to charge a service fee or commission on transactions facilitated through the Sponsor Marketplace, as disclosed at the time of the transaction.

Transactions facilitated through the Platform are governed by separate agreements between the respective parties, and the Company is not a party to any such transaction unless expressly agreed.

The following categories are explicitly excluded from the Sponsor Marketplace:

• Sports betting, gambling, or wagering companies
• Cryptocurrency, digital assets, or blockchain-related products
• Tobacco, nicotine, alcohol, firearms, or adult entertainment products or services; and any brand or product prohibited under applicable NCAA regulations or applicable law

8NCAA Compliance

The Company makes no representation or warranty that any specific use of the Platform is compliant with any institution's particular NCAA or conference bylaws. Users are solely responsible for ensuring their use of the Platform and any resulting NIL arrangements comply with applicable institutional policies, NCAA rules, and state law.

Users acknowledge that they have been advised to consult with their institution's compliance office and/or legal counsel before engaging in NIL activities through the Platform. The Company's scouting and recruiting resource services are designed to comply with NCAA Recruiting Services Provider Program (RSSP) requirements; however, institutional subscribers must independently verify compliance obligations.

9Prohibited Conduct

You agree not to:

• Provide false, inaccurate, or misleading information in any profile or submission
• Use the Platform for any unlawful purpose or in violation of these Terms
• Attempt to gain unauthorized access to any portion of the Platform
• Scrape, harvest, or systematically extract data from the Platform without written authorization
• Impersonate any person or entity or misrepresent your affiliation
• Use the Platform to facilitate any transaction prohibited under NCAA rules without proper disclosure
• Transmit any malicious code, viruses, or harmful content
• Engage in any conduct that disrupts or interferes with the Platform's operation; reverse engineer, decompile, or disassemble any aspect of the Platform or its algorithms; use the Platform or any data obtained from the Platform to develop or operate a competing product or service; or use automated tools, bots, or scripts to access the Platform except as expressly authorized in writing

10Intellectual Property

All trademarks, service marks, logos, trade names, and intellectual property associated with the AVI Platform, AVI Score, and Athlete Valuation Group LLC are the exclusive property of the Company. Nothing in these Terms grants you a right or license to use any Company intellectual property without prior written consent.

11Disclaimers & Limitation of Liability

11.1 Disclaimer of Warranties

To the extent permitted by applicable law, the Platform is provided on an “as is” and “as available” basis without warranties of any kind, express or implied. The Company disclaims all warranties including, without limitation, warranties of merchantability, fitness for a particular purpose, and non-infringement, except for warranties that cannot be excluded or limited by law. The Company makes no warranty regarding the accuracy, completeness, or reliability of any AVI Score, valuation, market data, or other analytics provided through the Platform. Users acknowledge that valuations are estimates based on available data and proprietary algorithms and should not be relied upon as guarantees of actual market value.

11.2 Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall the Company be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or related to your use of the Platform, even if advised of the possibility of such damages. The Company's total liability shall not exceed the greater of $500 or the amount you paid to the Company in the 12 months preceding the claim.

12Indemnification

You agree to indemnify, defend, and hold harmless the Company, its members, officers, employees, agents, and licensors from and against any claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees and costs) arising out of or in any way connected with: (a) your access to or use of the Platform; (b) your violation of these Terms; (c) your violation of any applicable law or regulation; (d) any content you submit to the Platform; or (e) any third-party claim arising from your NIL activities facilitated through the Platform.

13Term & Termination

These Terms remain in effect while you use the Platform. The Company may suspend or terminate your access at any time, with or without cause, including for violation of these Terms.

Upon termination: (a) your right to use the Platform ceases immediately; (b) the Company may, in its sole discretion, delete your account data, except as required by law or as necessary to fulfill existing data licensing obligations; and (c) all licenses granted by you to the Company under Section 6 shall survive. Sections 6, 10, 11, 12, 14, and 15 survive termination.

14Governing Law & Dispute Resolution

These Terms are governed by the laws of the State of Delaware, without regard to conflict of law principles. Any dispute arising under these Terms shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, with proceedings conducted in Wilmington, Delaware, except that either party may seek injunctive or equitable relief in any court of competent jurisdiction to protect its intellectual property rights or confidential information.

The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. You waive any right to participate in a class action lawsuit or class-wide arbitration. Any claim arising under these Terms must be brought within one (1) year after the cause of action accrues, or it is permanently barred. Each party shall bear its own costs of arbitration, except that the prevailing party shall be entitled to recover reasonable attorneys' fees.

15General Provisions

• Entire Agreement: These Terms, together with the Privacy Policy, constitute the entire agreement between you and the Company regarding use of the Platform.
• Severability: If any provision of these Terms is found unenforceable, the remaining provisions remain in full force and effect.
• Waiver: Failure to enforce any provision does not constitute a waiver of the right to enforce it in the future.
• Assignment: You may not assign your rights under these Terms without prior written consent. The Company may assign its rights without restriction.
• Modifications: The Company may update these Terms by posting the revised Terms on the Platform and updating the Effective Date. Material changes will be communicated via email or prominent notice on the Platform at least fifteen (15) days before taking effect. Continued use of the Platform after the effective date of any changes constitutes acceptance.
• Force Majeure: The Company shall not be liable for any failure or delay in performance due to causes beyond its reasonable control, including natural disasters, acts of government, pandemic, internet or telecommunications failures, cyberattacks, or third-party service provider outages.
• Electronic Communications: By using the Platform, you consent to receive communications from the Company electronically, including by email and notices posted on the Platform. You agree that all agreements, notices, disclosures, and other communications provided electronically satisfy any legal requirement that such communications be in writing.

16Contact Information

For questions regarding these Terms of Service, please contact: