USER AGREEMENT The following User Agreement informs you of the terms, conditions, agreements, and policies ("Terms and Conditions") applicable to your use of GamerCoach, LLC's website. (Below, we randomly decide whether to refer to GamerCoach LLC as "GamerCoach" or “We” or “GC” and we use the impersonal “you” to refer to you, the user.) To use our website, you must indicate your acceptance and agreement to the Terms and Conditions we have imposed below. This Agreement is a legally binding contract between you and us. “GC Sites” refers to this web site and any linked or associated web sites.TERMS AND CONDITIONS We facilitate the scheduling of trainers with their respective students/clients/customers (pick whichever term most appeals to you to refer to those folks who will be paying you money to improve their gamer skills). We also provide a forum/message boards for Users to interact with one another or with other trainers, post game reviews, advertise upcoming events and maintain "blogs" for the benefit of our Users. We may also allow sponsors to advertise or post information as well, but Users may not post their own advertising or marketing content on our blogs or message boards. If you do post such content, we will either have to charge you market rates or evict you from our site. All actual training sessions will be conducted on other websites, console based online services or any other medium as agreed to between the trainer and their customers. We will not provide a means for the training sessions to be conducted directly from this web site.The "trainers" or “coaches” are not employees of GamerCoach and, therefore, we are not responsible for the actions of the trainers soliciting business through this web site. We do not and cannot guarantee that a User's gaming will improve as a result of participating in the training sessions. Think of us like eBay. We provide a venue to bring buyers and sellers of services together. We are not responsible for your buying decisions and we are not liable for the quality of what you buy, except to post legitimate user feedback and reviews about trainers.Acceptance of Terms and Conditions By accessing and using our website, you acknowledge your agreement to these Terms and Conditions. You must be old enough to have attained the age of majority in the province, state or country in which you live. The information you provide must be complete and correct. The services offered to you through our website are conditioned upon your acceptance of the Terms and Conditions without any modification, changes or deletions. You must agree to the Terms and Conditions by selecting "Accept" below. If you do not agree to the Terms and Conditions stated herein, you are prohibited from using this website and must discontinue your registration and select "Decline" below. Please note that this contract limits our liability and we do not provide warranties for any of the services offered. The contract also limits your remedies against GamerCoach. PUBLIC FORUMS AND COMMUNICATION "Public Forum" means an area, site or feature offered as part of any GC Site that offers the opportunity for users to Distribute Submissions for viewing by one or more GC Site users, including a chat area, message board, instant messaging, mobile messaging, social community environment, profile page, conversation page, blog, e-mail function (including electronic greeting cards and send-a-friend e-mails). You acknowledge that Public Forums and features offered therein are for public and not private communications, and you have no expectation of privacy with regard to any Submission to a public Forum. We cannot guarantee the security of any information you disclose through any of these media; you make such disclosures at your own risk. You are and shall remain solely responsible for the Submissions you Distribute on or through any GC Site under your username or otherwise by you in any Public Forum and for the consequences of submitting and posting same. We have no duty to monitor any Public Forum. Also, you should be skeptical about information provided by others, and you acknowledge that the use of any Submission posted in any Public Forum is at your own risk. For example, we are not responsible for, and we do not endorse, the opinions, advice or recommendations posted or sent by users in any Public Forum and we specifically disclaim any and all liability in connection therewith. We owe you no obligation, and therefore may refuse, to post, deliver, remove, modify or otherwise use or take any action with respect to Submissions you Distribute. Materials Posted or Provided by User To the extent that you are able to submit, post, transmit or share, with GamerCoach, its agents or affiliates, or other users, images, or other materials for use in connection with this web site, ("Submission") we do not claim any ownership of those transmissions. By posting or otherwise providing your Submission, you are granting the public permission to use, copy, distribute, display, perform or modify your Submission, for personal and non-commercial use. This includes publishing your name, gamertag or other information you provide in connection with the Submission. You also give the public permission to grant this permission to others. If the Submission is or contains a photograph or digital image, you hereby expressly waive any and all rights to privacy and publicity with respect to the image. You guaranty and warrant that your Submission does not violate the legal rights of any other person or entity, including publishing rights, copyrights, trademarks, and the like. We will not pay you for your Submission and may refuse to transfer or use your image at any time and for any reason. It is understood and agreed that you must have all rights necessary for you to grant the permissions in this section. By transferring or posting the Submission, you should not expect any level of privacy concerning your use of the "live communication" features, such as chat rooms, blogs, message boards, etc., provided by this website. In fact, you understand that these communications may be recorded and used by others. Furthermore, GamerCoach and any of its affiliates may use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such Submission, in whole or in part, as it so desires. The right to do so is irrevocable, non-exclusive, royalty-free, perpetual and fully sub-licensable. COMMUNICATIONS MONITORINGWhile we do not routinely monitor your use of the "live communication" features; it is understood and agreed that we may monitor your messages and may disclose information about you, including contents of messages, as provided by law. We will exercise our rights to the maximum extent permitted by law if we deem it necessary to: (1) conform to legal requirements or respond to legal process; (2) ensure your compliance with this contract; (3) protect the intellectual property rights of others, or (4) protect the rights, property or interests of GamerCoach, its employees, agents, or affiliates, customers or the general public. By posting a Submission or otherwise using the "live communications" features, you represent and warrant that you own or otherwise control the rights to the content you post; that the content is accurate; that use of the content does not violate any of our policies and will not cause injury to or violate the rights of other individuals or entities.BILLINGWe accept PayPal and the following major credit cards: Discover, Visa, MasterCard and American Express. Payment must be made upon booking your training session; Unused booking payments are refundable but subject to the “Cancellation of Service” provisions below.ACCOUNTS Some services on the GC Sites permit or require you to create an account to participate or to secure additional benefits. You agree to provide, maintain and update true, accurate, current and complete information about yourself as prompted by our registration processes (the "Registration Data"). You shall not impersonate any person or entity or misrepresent your identity or affiliation with any person or entity, including using another person's username, password or other account information, or another person's name, likeness, voice, image or photograph. You also agree to promptly notify us at security_breach@GamerCoach.com of any unauthorized use of your username, password, other account information, or any other breach of security that you become aware of involving or relating to any GC Site. In addition, you agree to exit from your account at the end of each session. We may suspend or terminate your account and your ability to use any GC Site or portion thereof for failure to comply with these terms of use or any special terms related to a particular service, for infringing copyright, or for any other reason whatsoever. USE OF CONTENT All information, materials, functions and other content (including Submissions) ("Content") contained on GC Sites are our copyrighted property or the copyrighted property of our licensors or licensees. All trademarks, service marks, trade names, and trade dress are proprietary to us and/or our licensors or licensees. We may change the GC Sites or delete Content or features at any time, in any way, for any or no reason. Except as we specifically agree in writing, no Content from any GC Site may be used, reproduced, transmitted, distributed or otherwise exploited in any way other than as part of the GC Site, except that where a GC Site is configured to enable the download of particular Content, you may download one copy of such Content to a single computer for your personal, noncommercial home use only, provided that you (a) keep intact all copyright and other proprietary notices, (b) make no modifications to the Content, and (c) do not use the Content in a manner that suggests an association with any of our products, services or brands. Any business use, "re-mailing" or high-volume or automated use of GC Sites is prohibited. In the event that we offer downloads of software on a GC Site and you download such software, the software, including any files, images incorporated in or generated by the software, and data accompanying the software (collectively, the "Software") are licensed to you by us or third-party licensors for your personal, noncommercial home use only. We do not transfer title to the Software to you. You may not distribute or otherwise exploit the Software or decompile, reverse engineer, disassemble or otherwise reduce the Software to a human-readable form. Code of Conduct By using the GamerCoach website, you agree to abide by its Code of Conduct; specifically, you agree not to do the following: • Use this website or its services if you are age 13 or younger. • Allow someone who is age 13 or younger to use your account to access this website or its services. • Post links to websites that violate this Code of Conduct or any other Policies of GamerCoach. • Provide information that personally identifies you, including but not limited to, name, address, date of birth, social security number, financial information, credit card information. • Create a gamertag, user name, motto, etc. that may offend other users or the public, including but not limited to sexual innuendos, profanity, hate speech, illegal drugs/controlled substances, illegal activities, racial, ethnic or religious slurs. • Disseminate or transmit viruses, spy ware, worms, or any malicious code or program, or any program that executes any unauthorized operations in the domains of other Users.• Create a false identity or otherwise attempt to mislead any person as to the identity or origin of a communication. • Engage in any other activity that GamerCoach has asked you to stop. • And you will not post or distribute any Submission that:1. (a) is defamatory, abusive, harassing, threatening, or an invasion of a right of privacy of another person; (b) is bigoted, hateful, or racially or otherwise offensive; (c) is violent, vulgar, obscene, pornographic or otherwise sexually explicit; or (d) otherwise harms or can reasonably be expected to harm any person or entity; 2. is illegal or encourages or advocates illegal activity or the discussion of illegal activities with the intent to commit them, including a Submission that is, or represents an attempt to engage in, child pornography, stalking, sexual assault, fraud, trafficking in obscene or stolen material, drug dealing and/or drug abuse, harassment, theft, or conspiracy to commit any criminal activity; 3. infringes or violates any right of a third party including: (a) copyright, patent, trademark, trade secret or other proprietary or contractual rights; (b) right of privacy (specifically, you must not distribute another person's personal information of any kind without their express permission) or publicity; or (c) any confidentiality obligation; 4. is commercial, business-related or advertises or offers to sell any products, services or otherwise (whether or not for profit), or solicits others (including solicitations for contributions or donations); 5. contains a virus or other harmful component, or otherwise tampers with, impairs or damages our website or any connected network, or otherwise interferes with any person or entity's use or enjoyment of the GC Sites; or 6. (a) does not generally pertain to the designated topic or theme of the relevant Public Forum; (b) violates any specific restrictions applicable to a Public Forum, including its age restrictions and procedures; or (c) is antisocial, disruptive, or destructive, including "flaming," "spamming," "flooding," "trolling," and "griefing" as those terms are commonly understood and used on the Internet. We cannot and do not assure that other users are or will be complying with the foregoing Rules of Conduct or any other provisions of these terms of use, and, as between you and us, you hereby assume all risk of harm or injury resulting from any such lack of compliance.COOPERATION; REMOVAL OF SUBMISSIONS We reserve the right, but disclaim any obligation or responsibility, to (a) refuse to post or communicate or remove any Submission from any GC Site that violates these terms of use (including the Rules of Conduct) and (b) identify any user to third parties, and/or disclose to third parties any Submission or personally identifiable information, when we believe in good faith that such identification or disclosure will either (i) facilitate compliance with laws, including, for example, compliance with a court order or subpoena, or (ii) help to enforce these terms of use (including the Rules of Conduct) and/or our contest, sweepstakes, promotions, and game rules, and/or protect the safety or security of any person or property, including any GC Site. Moreover, we retain all rights to remove Submissions at any time for any reason or no reason whatsoever. CONTENT ACCESSIBLE THROUGH LINKS FROM GC SITES AND SEARCH RESULTS You should be aware that when you are on a GC Site, there are links to other sites that take you outside of our service to sites that are beyond our control, such as banner advertisements and links from advertisers, sponsors and content partners that may use our logo(s) as part of a co-branding relationship. You acknowledge that when you click on any of the aforementioned links, the sites you are taken to are not controlled by us; different terms of use and privacy policy may apply, and we are not responsible for such sites. We do not endorse and cannot ensure that you will be satisfied with any products or services that you purchase from a third-party site that links to or from any GC Site or third-party Content contained on our sites. We strongly encourage you to make whatever investigation you feel necessary or appropriate before proceeding with any online or offline transaction with any third parties. Nor can we be held responsible for the accuracy, relevance, legality or decency of material contained on sites retrieved in searches and/or listed in search results or identified on search results pages. DISCLAIMERS THE CONTENT ON OR OTHERWISE RELATED IN ANY WAY TO GC SITES OR ANY THIRD PARTY SITES OR SERVICES LINKED TO FROM ANY GC SITE IS PROVIDED "AS IS" AND WITHOUT WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, COMPLETENESS, AVAILABILITY, SECURITY, COMPATABILITY AND NONINFRINGEMENT. WE DO NOT WARRANT THAT ANY CONTENT WILL BE ERROR-FREE, THAT ACCESS THERETO WILL BE UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, OR THAT ANY GC SITE OR THE SERVERS THAT MAKE SUCH CONTENT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. MOREOVER, YOU ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING, REPAIR OR CORRECTION. WE DO NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF ANY CONTENT. YOU HEREBY IRREVOCABLY WAIVE ANY CLAIM AGAINST US WITH RESPECT TO CONTENT AND ANY CONTENT YOU PROVIDE TO THIRD PARTY SITES (INCLUDING CREDIT CARD AND OTHER PERSONAL INFORMATION). GC Sites may contain the opinions and views of other users. Given the interactive nature of these sites, we cannot endorse, guarantee, or be responsible for the accuracy, efficacy, or veracity of any content generated by our users. The content of GC Sites are intended for educational and entertainment purposes only. Such content is not intended to, and do not, constitute legal, professional, medical or healthcare advice or diagnosis, and may not be used for such purposes. INDEMNIFICATION You are responsible for maintaining the confidentiality of your username(s), password(s), and your account(s), as well as all activities that occur under your account(s). You hereby agree to indemnify, defend, and hold us, our licensors, licensees, distributors, agents, representatives and other authorized users, and each of the foregoing entities' respective resellers, distributors, service providers and suppliers, and all of the foregoing entities' respective officers, directors, owners, employees, agents, representatives and assigns (collectively, the "Indemnified Parties") harmless from and against any and all losses, damages, liabilities and costs (including settlement costs and any legal or other fees and expenses for investigating or defending any actions or threatened actions) incurred by the Indemnified Parties in connection with any claim arising out of any breach by you of these terms of use or claims arising from your use of the GC Sites and/or your account(s). You shall use your best efforts to cooperate with us in the defense of any claim. We reserve the right, at our own expense, to employ separate counsel and assume the exclusive defense and control of any matter otherwise subject to indemnification by you. LIMITATION OF LIABILITY UNDER NO CIRCUMSTANCES, INCLUDING NEGLIGENCE, SHALL WE, OUR LICENSORS OR LICENSEES, OR ANY OF THE FOREGOING ENTITIES' RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR SUPPLIERS, BE LIABLE TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES INCLUDING LOST PROFITS, PERSONAL INJURY (INCLUDING DEATH) AND PROPERTY DAMAGE OF ANY NATURE WHATSOEVER, THAT RESULT FROM (A) THE USE OF, OR THE INABILITY TO USE, ANY GC SITE OR CONTENT, OR (B) THE CONDUCT OR ACTIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF A GC SITE OR ANY OTHER PERSON OR ENTITY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE EXCEED THE AMOUNT PAID BY YOU, IF ANY, OR $100 (WHICHEVER IS LESS) FOR ACCESSING OR PARTICIPATING IN ANY ACTIVITY RELATED TO ANY GC SITE. MOREOVER, UNDER NO CIRCUMSTANCES SHALL WE, OUR LICENSORS OR LICENSEES, OR ANY OF THE FOREGOING ENTITIES' RESPECTIVE RESELLERS, DISTRIBUTORS, SERVICE PROVIDERS OR SUPPLIERS, BE HELD LIABLE FOR ANY DELAY OR FAILURE IN PERFORMANCE RESULTING DIRECTLY OR INDIRECTLY FROM AN ACT OF FORCE MAJEURE OR CAUSES BEYOND OUR OR THEIR REASONABLE CONTROL. WE MAY TERMINATE YOUR FURTHER ACCESS TO GC SITES OR CHANGE THE GC SITES OR DELETE CONTENT OR FEATURES IN ANY WAY, AT ANY TIME AND FOR ANY REASON OR NO REASON. THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION AND ELSEWHERE IN THESE TERMS OF USE APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. We are not legally responsible or liable for the actions of the trainers as they are independent contractors. However, if, through no fault of the User, a trainer fails to provide services as scheduled and confirmed through this website, we will credit the User for those hours for future training sessions with that trainer or in certain circumstances determined at our sole discretion, a different trainer. CLAIMS OF COPYRIGHT INFRINGEMENT We have adopted and implemented a policy that provides for the termination, in appropriate circumstances as determined by us in our sole discretion, of users who are infringers of copyright. Pursuant to Title 17, United States Code, Section 512(c)(2), notifications of claimed copyright infringement must be sent to Service Provider's Designated Agent. Notification must be submitted to the following Designated Agent: Service Provider: GamerCoach, LLCName of Agent Designated to Receive Notification of Claimed Infringement: Glenn W. Peterson, Esq. Full Address of Designated Agent to Which Notification Should be Sent: 2267 Lava Ridge Ct., Suite 210, Roseville, CA 95661.Telephone Number of Designated Agent: (916) 780-8222Facsimile Number of Designated Agent: (818) 780-8775E-Mail Address of Designated Agent: designated.agent@gamercoach.com To be effective, the notification must be a written communication that includes the following: 1. A physical or electronic signature of person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed; 2. 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; 3. 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 us to locate the material; 4. Information reasonably sufficient to permit us to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted; 5. A statement that the complaining party has 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 6. A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed. Indemnification You hereby agree to indemnify and hold harmless GamerCoach, its subsidiaries, affiliates, officers, directors, agents and employees, from any expense, loss, claim damage, fine, penalty, or liability, including attorney's fees and other professional fees, payable under any judgment, verdict, court order or settlement, to the extent resulting from any claim, demand, action, suit, arbitration or other proceeding initiated by any third party, including the assessment, claim or demand by a governmental agency or entity, arising out of your breach of this Agreement, including any claims arising out of your link to the GamerCoach website, if applicable. Changes to Service; Cancellation of Service GamerCoach may change services or features, games or other content at any time and for any reason. Cancellation or suspension of any services or features, games or other content may be with or without cause and/or with or without notice. If the service is cancelled or suspended, any data you have stored on through GamerCoach may not be retrieved at a later date. If GamerCoach cancels the service without cause, any funds on deposit will be refunded to you, on a pro-rata basis. Any User may cancel or terminate using the services of GamerCoach, with or without cause, upon notice to our administrator through our website. Any funds on deposit with us at the time of cancellation will be refunded to you within 60 days, minus a cancellation/administration fee equivalent to 15% of the amount on deposit.Choice of Law and Venue of Resolving Disputes Any claims for breach of this Agreement or related to the use of this website will be subject to the laws of the state of California, USA, without reference to conflict of laws principles. Furthermore, User consents to the exclusive jurisdiction and venue of the courts in Sacramento County, California. Use of this website is unauthorized in any jurisdiction that does not give effect to all provisions of these terms and conditions, privacy policies and code of conduct. Dispute Resolution ProceduresThis Section Provides Arbitration As Your Exclusive Remedy.Negotiation. Any claim or dispute under this Agreement or otherwise related to our website or services we provide (whether such claim is based upon contract or tort law) (“Claim”) shall be resolved in accordance with the following terms: The dispute procedures shall be initiated by the claimant delivering a writing containing reasonable detail summarizing the nature of the Claim and invoking the procedures contained in this Section. For a period of thirty (30) days from receipt of the notice, the claimant will consult with GamerCoach in a good faith effort to resolve the Claim.Binding Arbitration. If within thirty (30) days after receipt of the foregoing notice, there is not a settlement of the Claim, then the Claim will be conclusively and finally resolved by binding arbitration administered by submitting a request to JAMS ENDISPUTE of Sacramento, California (“Service”), requesting that the Service select/appoint a binding arbitrator using the Rules of Procedure developed by the Service for commercial cases.Arbitration Terms. The fees for the arbitration request shall be paid by the requesting party at the time of the request. The arbitration award shall be final and binding on the parties, shall not be subject to judicial appeal, and shall not award any punitive damages. The arbitrator may allocate the costs of arbitration in a manner that serves the interests of justice, but each side shall bear their own attorneys fees, regardless of who prevails. Any monetary award will stipulate a rate of interest determined at the discretion of the arbitrator, but not to exceed the rate for prejudgment interest as determined by the California Code of Civil Procedure. Interest, if any, shall run from the date notice the claim was given until the date when the award is fully satisfied. Judgment upon the award rendered may be entered in any court having jurisdiction, or application may be made to that court for a judicial recognition of the award or an order of enforcement thereof, as applicable. I AGREE TO BINDING ARBITRATION AS SET FORTH ABOVE [X] YES [MUST CHECK “YES” TO PROCEED.Language It is the express intention of the parties that this Agreement and all related documents have been drawn up in English and that all communications between GamerCoach and User will be in English. AmendmentAt any time, we may amend these terms of use (including by modification, deletion and/or addition of any portion thereof). If we make a material amendment to these terms of use, we will notify you of such amendment by sending you an e-mail at the last e-mail address that you provided us, and/or by posting notice of such amendment on the Web sites covered by these terms of use. Any such amendment to these terms of use will be effective thirty (30) calendar days following either our dispatch of an e-mail notice to you or our posting of notice of the changes on the Web Sites. Please note that, at all times, you are responsible for updating your personal information to provide us your current e-mail address. In the event that the last e-mail address that you have provided us is not valid, or for any other reason is not capable of delivering to you the notice described above, our dispatch of the e-mail containing such notice will nonetheless constitute effective notice of any amendment described in the notice.