Terms of Use — StatMagic Sports LLP

1. Definitions

In these Terms, unless the context otherwise requires, the following terms shall have the meanings ascribed to them below, and other capitalised terms shall have the meanings ascribed to them elsewhere in these Terms:

• "Account" means the account registered by or on behalf of a User on the Platform in order to access or use the Services;
• "App Store" means any third party application marketplace, distribution platform or store through which the App is made available, including the Apple App Store and Google Play;
• "Derived Data" means statistical, event, positional and analytical data derived from the processing of User Content which has been aggregated and anonymised such that no individual is identified or reasonably capable of being identified from it, whether alone or in combination with other information reasonably available;
• "Fees" means the fees, charges, subscription amounts and other consideration payable by you to StatMagic for the Services, as displayed on the Platform or as set out in the applicable Additional Terms, at the time of purchase or subscription;
• "Match Footage" means any video recording, footage, stream, file or link to a soccer match or part thereof that is submitted, uploaded, transmitted or otherwise made available by you or on your behalf to the Platform for processing under the Services;
• "Outputs" means the analytics results, statistics, metrics, event data, tags, timestamps, video highlights, reports and other outputs generated by StatMagic through the processing of Match Footage under the Services and delivered or made available to you through the Platform;
• "Platform Content" means all designs, text, graphics, images, video, audio, information, material, logos, button icons, software, code, interface, web pages, application screens, layouts, structure, databases, audio files and other content of StatMagic made available on or through the Platform;
• "StatMagic IP" has the meaning given in Clause 9 below;
• "Subscription" means any recurring plan, package or arrangement under which the Services are made available to you on a periodic basis in consideration of recurring Fees.

2. Eligibility

2.1. By accessing or using the Platform and accepting these Terms, you represent and warrant that you are competent to contract under the Indian Contract Act, 1872. You also represent and warrant that you will access and use the Platform and the Services in a manner consistent with any and all applicable laws and regulations and for the purposes for which they are permitted to be used, and that you are not a person barred from accessing or using the Platform or availing the Services under the laws of India or any other applicable jurisdiction.

2.2. If you are a minor, that is, under the age of eighteen (18) years, you may not register for an Account or avail the Services in your own name or on your own behalf. A minor may access or use the Platform and the Services only through, and under the supervision of, a parent or legal guardian who has accepted these Terms and who assumes full responsibility for such access and use, including for all Match Footage submitted and all Fees payable. StatMagic reserves the right to refuse, suspend or terminate access where it believes, in its sole determination, that this Clause has been contravened.

2.3. If you are accessing or using the Platform or availing the Services on behalf of a club, academy, team, league, school, business or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms, and references to "you" shall include such entity. Even upon the satisfaction of the above conditions, StatMagic reserves the right to determine your eligibility to access or use the Platform or avail the Services, at its sole discretion. We rely completely on the information provided by you, and we shall not be held liable if you or anyone who accesses the Platform through you is not an eligible User.

3. Account Registration and Security

3.1. While certain portions of the Platform may be accessed without registration, you will be required to register for an Account and provide certain information, including your name, email address, mobile number and such other information as StatMagic may reasonably require, in order to avail the Services. You agree to provide true, accurate, current and complete information at the time of registration and to keep such information updated at all times.

3.2. You are solely responsible for maintaining the confidentiality of your Account credentials and for all activities that occur under your Account, whether or not authorised by you. You agree to notify StatMagic immediately upon becoming aware of any unauthorised access to or use of your Account or any other breach of security. StatMagic shall not be liable for any loss or damage arising from your failure to comply with this Clause.

3.3. You shall not create an Account using false information or on behalf of any person other than yourself (save as permitted under Clauses 2.2, 2.3 and 3.4 above), maintain more than one Account without StatMagic's prior written consent, or sell, transfer, license or assign your Account or any rights therein to any third party. StatMagic reserves the right to suspend or terminate any Account that it believes, in its sole determination, to have been created or used in contravention of these Terms.

3.4. The Platform may permit an Account holder (such as a parent, guardian, coach, or team or academy administrator) to create one or more sub-accounts or linked profiles under their Account, including for minors in their care or for members of their team or academy. Any such sub-account or linked profile shall at all times remain under the ultimate control and responsibility of the primary Account holder, who shall be responsible for all activity carried out under it and for ensuring compliance with these Terms. By creating any such sub-account or linked profile, you represent and warrant that you have all consents, permissions and authority necessary to do so and to act on behalf of the relevant individual, including, where that individual is a minor, the verifiable consent of their parent or legal guardian as required under applicable law.

4. The Services and How They Work

4.1. The Services are made available through the Platform and operate, in broad terms, as follows:

1. Submission: you submit or upload Match Footage to the Platform, or make Match Footage available to StatMagic through such link, integration, connected device, camera or third party platform as StatMagic may support from time to time, together with such match, team, player or other information as may be required;
2. Validation: StatMagic may carry out automated or manual checks to determine whether the Match Footage conforms to the technical and quality specifications notified by StatMagic from time to time, including in relation to resolution, file format, file size, duration, lighting, camera position, framing, panning, stability and field visibility;
3. Processing: conforming Match Footage is processed using StatMagic's proprietary models, algorithms and processing systems in order to generate the Outputs applicable to the plan or package you have selected; and
4. Delivery: the Outputs are made available to you through your Account or such other delivery mechanism as StatMagic may specify, within such indicative turnaround period as may be notified on the Platform or in the applicable Additional Terms.

4.2. The specific Outputs, statistics, metrics and highlight categories included within the Services are determined by the plan, package or Additional Terms applicable to you, and are subject to change. Any output, metric, feature or functionality not expressly included within your plan or package does not form part of the Services and may be offered by StatMagic separately, at its discretion and on such commercial terms as may be agreed.

4.3. You acknowledge and agree that the accuracy, completeness and timeliness of the Outputs are materially dependent upon the quality and completeness of the Match Footage and the accompanying information submitted by you. Without limiting the generality of the foregoing, Match Footage that is of insufficient resolution, poorly lit, obstructed, unstable or excessively shaky, incompletely recorded, inadequately zoomed, filmed from an excessive distance, or in which the camera does not follow the ball or the area of play with reasonable accuracy, may result in Outputs of reduced accuracy or completeness, or may be incapable of being processed at all. StatMagic shall not be responsible or liable for any such reduction in accuracy or completeness, or any failure to process, arising from the quality or completeness of Match Footage or accompanying information.

4.4. StatMagic may, from time to time, make available features, tools or functionalities that are identified as trial, preview, pilot, experimental or beta features. Such features are made available on an "as is" and "as available" basis, may be modified, suspended or withdrawn at any time without notice, and are excluded from any service commitment, warranty or refund entitlement, whether under these Terms or otherwise.

4.5. StatMagic reserves the right, at any time and at its sole discretion, to introduce, change, alter, modify, merge, suspend, discontinue, terminate or remove, either permanently or temporarily, the Platform, the Services, or any feature, functionality, plan or package thereof, either wholly or in part, without any prior notice to you and without any liability to you or any third party.

4.6. StatMagic may impose usage limits, fair use restrictions, daily or monthly processing caps, file size or duration limits, or rate limits in respect of the Services, whether generally or in respect of any particular plan, package or User, and may vary the same from time to time. StatMagic may suspend or throttle processing where such limits are exceeded or where it reasonably believes that the Services are being used in a manner that imposes a disproportionate load on its infrastructure.

5. Subscriptions, Fees and Payment

5.1. Certain Services are made available free of charge and others on payment of Fees. The Fees applicable to each plan, package or Service shall be as displayed on the Platform, or as set out in the applicable Additional Terms, at the time of your purchase or subscription. StatMagic may offer the Services on a per-match basis, on a package or credit basis, on a Subscription basis, or on such other basis as it may determine.

5.2. All Fees are exclusive of applicable taxes, levies, cesses and duties, including goods and services tax, which shall be payable by you in addition to the Fees at the applicable rate. Where StatMagic is required by applicable law to collect and remit any such tax, the same shall be added to the amount invoiced or charged to you.

5.3. Payments are processed through third party payment gateways, aggregators, processors and App Stores. StatMagic does not itself store your complete payment card or bank account details. Your use of any such third party payment service is subject to the terms and conditions and privacy policies of the relevant third party, and StatMagic shall not be responsible or liable for any act, omission, failure, delay, error or security incident of or attributable to any such third party.

5.4. Where you subscribe to a Subscription, you authorise StatMagic and its payment service providers to charge the applicable recurring Fees to your designated payment method at the commencement of each billing period, on an automatically renewing basis, until such Subscription is cancelled in accordance with these Terms. Such authorisation shall be subject to and given effect in accordance with the applicable directions of the Reserve Bank of India in relation to recurring transactions and standing instructions, including any requirement of prior notification and additional factor authentication.

5.5. Your Subscription will renew automatically at the end of each billing period unless cancelled by you at least twenty-four (24) hours before the end of the then-current billing period, or such other period as may be specified by the relevant App Store. You may cancel your Subscription at any time through your Account settings or, in the case of a Subscription purchased through an App Store, through the account settings of that App Store.

5.6. StatMagic may revise the Fees applicable to any plan, package or Subscription at any time. Any revision in recurring Fees shall take effect from the commencement of the next billing period following not less than thirty (30) days' prior notice to you, and you may cancel your Subscription before such commencement if you do not wish to accept the revised Fees. Your continued use of the Services after the revised Fees take effect shall constitute your acceptance thereof.

5.7. If any payment is declined, reversed, charged back or otherwise not received in full, StatMagic may, without prejudice to any other right or remedy available to it, suspend or restrict your access to the Services, withhold delivery of Outputs, or terminate your Account, in each case upon such notice as may be reasonable in the circumstances. You shall remain liable for all amounts due, together with any charges, fees or costs incurred by StatMagic in connection with such failed payment or recovery.

5.8. StatMagic shall be under no obligation to commence processing any Match Footage or to deliver any Outputs until the applicable Fees have been received in full and cleared.

6. Refunds and Cancellation

6.1. StatMagic shall, upon a request made in accordance with Clause 6.3, refund or, at StatMagic's election, issue processing credits in respect of, the Fees paid for a particular submission or Service, solely in the following instances:

1. the Outputs are not delivered at all, or are delivered in a materially incomplete or corrupted form, in each case owing to a technical failure, error or omission attributable to StatMagic or the Platform;
2. a payment has been duplicated, or an amount has been charged in excess of the Fees applicable to the plan, package or Service selected by you; or
3. StatMagic is required to make such refund under applicable law.

6.2. For the avoidance of doubt, no refund or credit shall be available in respect of:

1. any Output that has been generated and delivered, on the ground that you are dissatisfied with the accuracy, completeness, level of detail or nature of the analysis;
2. any failure, reduction in accuracy, or inability to process arising from the quality, format, completeness or content of the Match Footage or the accompanying information submitted by you;
3. any submission of incorrect, duplicate or unintended Match Footage by you, where processing has commenced;
4. any period of a Subscription that has already elapsed, or any unused portion of a Subscription period following cancellation by you; or
5. any suspension or termination of your Account by StatMagic on account of your breach of these Terms.

6.3. Any claim for a refund or credit must be raised by you through the Platform or by writing to the contact address set out in these Terms within seven (7) days of the date of the transaction or of the delivery or non-delivery of the relevant Outputs, whichever is later, and must be accompanied by such information and supporting particulars as StatMagic may reasonably require in order to verify the claim. Claims raised after such period may be rejected by StatMagic at its discretion.

6.4. Where a refund is approved, it shall be processed to the original payment method used for the transaction within seven (7) to fourteen (14) business days of approval, or within such period as may be stipulated by the relevant payment service provider, bank or App Store. StatMagic shall not be responsible for any delay attributable to any such third party. Any refund shall be made net of any taxes, gateway charges or transaction costs that are not recoverable by StatMagic, unless applicable law requires otherwise.

7. Match Footage and User Content

7.1. As between you and StatMagic, you retain all right, title and interest in and to the Match Footage and any other content, data, materials or information submitted, uploaded or made available by you to the Platform (together with the Match Footage, "User Content"). Nothing in these Terms transfers ownership of your User Content to StatMagic.

7.2. You hereby grant to StatMagic a worldwide, non-exclusive, royalty-free, sub-licensable (solely to StatMagic's hosting, infrastructure and processing service providers) licence to host, store, cache, reproduce, transmit, adapt, reformat, process and analyse the User Content, and to create Outputs from it, in each case for the purposes of operating the Platform, providing the Services to you, complying with applicable law, and enforcing these Terms. This licence subsists for so long as the relevant User Content is retained on the Platform in accordance with the Privacy Policy and terminates upon deletion of such User Content, save to the extent that any residual copy is retained in routine backups or is required to be retained under applicable law.

7.3. You further grant to StatMagic a perpetual, irrevocable, worldwide, non-exclusive, royalty-free sub-licensable licence to use anonymised and de-identified data derived from the processing of User Content, whether anonymised in aggregate or at individual record level, for the purposes of operating, developing, testing, training, evaluating, maintaining and improving StatMagic's models, algorithms, systems, technology and Services. Where StatMagic compiles such data into Derived Data, all right, title and interest in and to that Derived Data shall vest in StatMagic, and to the extent any such right vests in you, you hereby assign it to StatMagic. StatMagic may create, use, license and commercially exploit Derived Data, including by making it available to third parties. Derived Data does not constitute personal data, and nothing in this Clause affects your ownership of the User Content from which it is derived.

7.4. You represent, warrant and undertake, in respect of all User Content submitted by you or on your behalf, that:

1. you own the User Content or otherwise have all rights, licences, permissions, consents and authorisations necessary to submit it to the Platform and to grant the licences set out herein;
2. you have obtained all consents, permissions and authorisations required under applicable law from every identifiable individual appearing or captured in the Match Footage, including players, coaches, officials and spectators, in relation to the recording of such footage and its processing by StatMagic for the purposes of the Services;
3. where any such individual is a minor, you have obtained the verifiable consent of the parent or legal guardian of such minor in accordance with applicable law;
4. you have complied with all applicable rules, regulations, byelaws, ground regulations and policies of the relevant venue, club, academy, school, league, federation or governing body in relation to the recording, use and transmission of the Match Footage; and
5. the User Content does not infringe or violate the intellectual property rights, privacy rights, publicity rights or any other rights of any third party, and does not contravene any applicable law or any provision of these Terms.

7.5. StatMagic reserves the right, but is under no obligation, to review, monitor, screen, refuse, remove, restrict or delete any User Content that, in its sole determination, violates or is alleged to violate these Terms, the Privacy Policy, any Additional Terms or any applicable law, or that it considers objectionable, without any prior notice to you and without any liability to you or any third party.

7.6. StatMagic shall retain and delete User Content in accordance with the Privacy Policy and any retention periods notified on the Platform. You may delete User Content from your Account at any time, subject to any technical limitations and to any retention obligation under applicable law. StatMagic does not warrant that it will store, retain, back up or archive any User Content or Outputs for any particular period, and you are advised to retain your own copies of all Match Footage and Outputs that are of value to you. StatMagic shall not be liable for any loss, deletion or corruption of User Content or Outputs.

8. Outputs

8.1. Subject to your payment of all applicable Fees and your continued compliance with these Terms, StatMagic grants to you a worldwide, non-exclusive, royalty-free licence to use, reproduce, display, distribute and create derivative works from the Outputs generated in respect of your Match Footage, for your personal purposes or, where you have subscribed to a plan or package which so permits, for your internal business purposes and for the purposes of your club, academy, team or organisation.

8.2. Save as expressly permitted under the applicable plan, package or Additional Terms, you shall not resell, sub-license, syndicate, redistribute or otherwise commercially exploit the Outputs as a standalone data product, or make the Outputs available to any third party in a manner that competes with the Services.

8.3. For the avoidance of doubt, the licence granted herein relates solely to the Outputs. It does not extend to, and nothing in these Terms shall be construed as transferring or licensing to you any right, title or interest in, StatMagic IP, StatMagic's models, algorithms, methodologies, processing logic or systems by which the Outputs are generated.

9. Intellectual Property

9.1. All rights, title and interest in and to the Platform, the Platform Content, and all software, source code, object code, models, artificial intelligence and machine learning models and weights, algorithms, application programming interfaces, workflows, processing logic, methodologies, databases, know-how, documentation, designs, infrastructure and technology including any intermediate data, working files, logs, operational logs, telemetry, metadata, model outputs, annotations, or other data generated or created by StatMagic during the course of processing Match Footage, other than the Outputs delivered to you, used or made available by StatMagic in connection with the Platform or the Services, together with all intellectual property rights subsisting therein (whether registered or unregistered, and including patents, copyright and related rights, trade marks, service marks, trade names, designs, rights in confidential information, trade secrets and know-how, and all applications, registrations, renewals and extensions of the foregoing), are and shall remain the exclusive property of StatMagic or its licensors (collectively, "StatMagic IP"). Nothing in these Terms operates to transfer or assign any StatMagic IP to you.

9.2. The name "PlayerNation", "StatMagic", and all associated logos, marks, brand elements, product names and get-up used on or in connection with the Platform are trade marks or trade names of StatMagic, whether registered or unregistered, and may not be copied, imitated, adapted or used, in whole or in part, without StatMagic's prior written consent.

9.3. Subject to your compliance with these Terms, StatMagic grants you a limited, personal, non-exclusive, non-transferable, non-sub-licensable and revocable licence to access and use the Platform and the Platform Content, and to download and install one copy of the App on a device owned or controlled by you, in each case solely for the purpose of availing the Services in accordance with these Terms. This licence is revocable at any time, with or without cause. All rights not expressly granted to you are reserved by StatMagic.

9.4. Without limiting the generality of Clause 11 below, you shall not, and shall not permit or enable any third party to:

1. copy, reproduce, modify, adapt, translate, publish, display, distribute, transmit or create derivative works of the Platform, the Platform Content or any StatMagic IP, save as expressly permitted under these Terms;
2. decompile, disassemble, decrypt, reverse engineer, or otherwise attempt to derive or discover the source code, object code, model weights, model architecture, training data, algorithms, processing logic or underlying methodology of the Platform, the Services or any StatMagic IP, or attempt to do so;
3. use the Platform, the Services, the Outputs or any StatMagic IP to develop, train, fine-tune, benchmark, evaluate or improve any artificial intelligence model, machine learning system, analytics engine, product or service that competes with, or is substantially similar to, the Platform or the Services;
4. scrape, crawl, harvest, index, mine or extract, by automated or manual means, any Platform Content, Outputs or other data from the Platform, save through interfaces expressly made available by StatMagic for that purpose;
5. remove, obscure, alter or tamper with any copyright, trade mark, watermark, attribution or other proprietary notice appearing on or in the Platform, the Platform Content or the Outputs; or
6. circumvent, disable, bypass or interfere with any security, access control, usage limit, digital rights management or other technological protection measure applied by StatMagic.

9.5. If you provide StatMagic with any suggestion, recommendation, idea, enhancement request, or other feedback in relation to the Platform or the Services ("Feedback"), you hereby grant StatMagic a perpetual, irrevocable, worldwide, royalty-free, fully paid-up, sub-licensable and transferable licence to use, reproduce, modify, exploit and incorporate such Feedback for any purpose, without any obligation of attribution, confidentiality or compensation to you.

9.6. The Platform may incorporate third party or open source software components, which are licensed to StatMagic under the terms of the relevant third party or open source licences. Such components are used subject to, and your use of the Platform is subject to, the terms of those licences, which shall prevail over these Terms to the extent of any conflict in respect of such components.

10. Third Party Platforms, Services and Content

10.1. The Platform may be made available through, and may interoperate with, integrate with or depend upon, third party platforms, marketplaces, services, systems, devices and infrastructure, including App Stores, payment gateways and aggregators, cloud hosting, storage and computing providers, content delivery networks, communication and notification services, analytics providers, cameras, recording devices, streaming platforms, video hosting platforms and social media platforms (collectively, "Third Party Platforms").

10.2. Your access to or use of any Third Party Platform is subject to the terms, conditions, policies and pricing of the relevant third party, and is a matter solely between you and that third party. StatMagic does not control, endorse, guarantee or assume any responsibility for any Third Party Platform, or for the availability, accuracy, security, quality, legality or performance thereof. StatMagic shall not be responsible or liable in any manner whatsoever for any act, omission, failure, delay, interruption, error, defect, security incident, change in terms, or discontinuation of or by any Third Party Platform, or for any loss or damage incurred by you as a result thereof.

10.3. Where you submit Match Footage or other User Content through, or connect your Account to, any Third Party Platform, you authorise StatMagic to access, receive and process such Match Footage or User Content from that Third Party Platform for the purposes of providing the Services, and you represent and warrant that you have the right and all necessary consents to permit such access, receipt and processing. StatMagic shall not be responsible for any Match Footage or User Content that is not received, or is received incompletely or in a corrupted form, owing to any act, omission or limitation of a Third Party Platform.

10.4. The Platform, as well as the Platform Content, may contain links, content, materials, offerings or resources provided by third parties, or links to third party websites or platforms ("Third Party Content"). The responsibility for such Third Party Content is solely that of the respective authors, contributors, posters or providers, and such content should not necessarily be relied upon and is not necessarily endorsed in any manner by StatMagic. The accuracy, integrity, reliability, completeness, truthfulness or usefulness of any Third Party Content has not been verified by StatMagic, and we provide no warranties in respect of the same. If you seek to rely on any Third Party Content, any such reliance shall be at your own risk. Any information collected on websites or platforms visited through such third party links is subject to the privacy policies of such third party, and StatMagic shall not be responsible for any use of such information by such third party.

11. Acceptable and Lawful Use

11.1. We specifically prohibit any unauthorised commercial use or other unauthorised use of the Platform and the Services, and you expressly acknowledge and agree that, in order to ensure your acceptable and lawful use of the Platform and the Services, you will comply with the following rules of conduct, in addition to the other conditions and restrictions specified in these Terms, the Privacy Policy and any Additional Terms.

11.2. You shall not post, display, upload, publish, share, submit, modify, update or transmit any information or content, or engage in any interaction on or in connection with the Platform, or use the Platform or the Services, if it in any way:

1. is misleading, violative of applicable law, or is patently or remotely offensive to the general community, such as content that is sexually explicit, obscene, vulgar, abusive, blasphemous, racially or ethnically objectionable, libellous, or content that promotes obscenity, paedophilia, racism, bigotry, hatred or physical or mental harm of any kind against any group or individual, or content that is gender biased, defamatory, invasive, derogatory, demeaning, hateful, capable of stirring communal discontent or disharmony, contrary to public policy or public morality, lascivious, or appeals to the prurient interest;
2. harasses or advocates harassment of another person, or solicits or stalks any third party or any other User;
3. promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libellous;
4. infringes upon or violates any third party's rights, including intellectual property rights, rights of privacy or rights of publicity, such as the unauthorised disclosure of a person's name, email address, physical address or phone number;
5. contains video, photographs or images of any individual aged eighteen (18) years or older without their express consent, or of any minor without the verifiable consent of the parent or legal guardian of such minor;
6. exploits any person in a sexual, violent or otherwise inappropriate manner, or solicits personal information from any person;
7. is used for or in connection with any betting, wagering, gaming, fantasy sports or similar activity;
8. tries to gain unauthorised access to the Platform or the Services, exceeds the scope of authorised access, or solicits passwords, credentials or personal information from other Users for commercial or unlawful purposes;
9. contains viruses, time bombs, trojan horses, cancelbots, spiders, worms or other harmful or deleterious components, devices or programmes, including those designed to interrupt, destroy or limit the functionality of the Platform;
10. interferes with another User's use and enjoyment of the Platform or the Services;
11. threatens the unity, integrity, defence, security or sovereignty of India, friendly relations with foreign States, or public order, or causes incitement to the commission of any cognisable offence, or prevents investigation of any offence, or is insulting to any other nation;
12. deceives or misleads the addressee about the origin of the message, or knowingly and intentionally communicates any information which is patently false or misleading in nature but may reasonably be perceived as a fact; or
13. involves the transmission of junk mail, chain letters, or unsolicited mass mailing or spamming.

11.3. Further, you agree not to do any of the following, each of which shall also constitute misuse of the Platform:

1. use the Platform, the Services, the Outputs or any data available on the Platform for any purpose other than the purposes for which access is granted, including using such data to sell or promote any products or services, or to engage in data mining;
2. use the Platform or the Services to collect, or attempt to collect, personal information about any person without their knowledge or consent, or to engage in screen scraping, database scraping, or any other activity with the purpose of obtaining lists of Users or other data;
3. submit to the Platform or to StatMagic any incomplete, false or inaccurate information, or any information or content which is not your own or which you are not authorised to submit;
4. impose an unreasonable or disproportionately large load on the Platform's infrastructure, or cause the operation of the Platform, the Services or any part thereof to be jeopardised or impaired;
5. use or attempt to use any engine, software, tool, agent, bot, script or other device or mechanism (including browsers, spiders, robots, avatars or intelligent agents) to navigate, search, access or interact with the Platform, other than generally available third party web browsers and the App;
6. create applications, extensions, integrations or other products and services that use the Platform, the Platform Content or the Services without our prior written permission;
7. obtain any materials or information through any means not intentionally made available or provided for through the Platform;
8. penetrate or attempt to penetrate our or any third party's security measures, computer software, hardware, electronic communication systems or telecommunications systems;
9. make any negative, denigrating or defamatory statement or comment about us, or about the brand name or domain name used by us, or otherwise engage in any conduct or action that might tarnish the image or reputation of StatMagic, or otherwise tarnish or dilute any of our trade or service marks, trade name or goodwill; or
10. aggregate, copy or duplicate in any manner any of the content or information available on the Platform, other than as permitted by these Terms.

11.4. You must use the Platform and the Services in a manner consistent with all applicable laws and regulations. Illegal or unauthorised uses of the Platform, including the collection of contact details or email addresses of others by electronic or other means for the purpose of sending unsolicited communications, and the unauthorised framing of or linking to the Platform, are not permitted. This includes the unauthorised interception of the data stream coming from or going into the Platform, as well as attempting to gain unauthorised access to the Platform or exceeding the authorised scope of access.

11.5. You understand that StatMagic has the right at all times to disclose any information provided by you (including your identity) as necessary to satisfy any law, regulation or valid governmental or judicial request. This may include disclosure of such information in connection with the investigation of alleged illegal activity or solicitation of illegal activity, or in response to a lawful court order, summons or subpoena. In addition, StatMagic may (and you hereby expressly authorise it to) disclose any information about you, upon request, to law enforcement agencies or other government officials, as necessary or appropriate in connection with the investigation or resolution of possible offences.

11.6. The lists set out in this Clause serve only to provide examples and are not meant to be exhaustive of the types of unacceptable use of the Platform or the Services. In the event of any breach or non-compliance by you of any of the terms contained in this Clause, StatMagic may, in its sole and absolute discretion, restrict, suspend or terminate your ability to access the Platform and the Services, and we reserve the right to take any other action against you as we deem fit, at law or in equity, without prejudice to any other right we may have hereunder.

12. User Representations and Warranties

12.1. You hereby represent, warrant and covenant that you will fulfil all your obligations under these Terms, the Privacy Policy and any Additional Terms in good faith.

12.2. You hereby represent and warrant to StatMagic that you have all necessary rights in and to all information, content and materials you provide or share with StatMagic in the course of accessing the Platform, availing the Services or communicating with StatMagic, and that you will not provide or share any information, content or material that is not your own or that will violate, plagiarise or infringe upon the rights of any third party. You represent and warrant that you shall not falsely state or otherwise misrepresent your identity, your age, your affiliation with any person or entity, or any other information provided by you.

12.3. You represent and warrant that any information provided by you to StatMagic, on the Platform or otherwise, is true, accurate, current, complete and capable of substantiation on the basis of documents, references and other material, and is not misleading or the product of any fraudulent conduct.

12.4. You further warrant and undertake that you shall not engage in any unlawful conduct, whether online or offline, in your association with StatMagic, the Platform or the Services, and shall abide by the rules of conduct specified in Clause 11 above.

13. Warranty and Liability Disclaimer

13.1. The Platform, the Platform Content, the Services, the Outputs, and all materials included on or otherwise made available to you through the Platform, are provided by StatMagic on an "as is" and "as available" basis without any representations or warranties, express or implied, except as otherwise specified in writing. You assume sole responsibility and the entire risk as to the suitability of the Platform, the Services and the Outputs, including for any decisions made or actions taken based thereon. Without prejudice to the foregoing, StatMagic does not represent or warrant that:

1. the Platform, the Services or the Outputs will be constantly available, or available at all;
2. the Platform, the Services or the Outputs will meet your specific requirements or expectations, or achieve any intended results;
3. your access to or use of the Platform, the Services or the Outputs will be uninterrupted, timely, secure or free from error, or that any defects or errors will be corrected;
4. any Match Footage submitted by you will be capable of being processed, or will be processed within any particular period;
5. the Outputs will be accurate, complete, reliable, error-free or fit for any particular purpose, or that any particular metric, statistic, event, player, incident or passage of play will be detected, identified or reported;
6. the Platform, the Services or the Outputs may be lawfully accessed, viewed or used outside of India; or
7. any content or information on the Platform is complete, true, accurate or not misleading.

13.2. StatMagic, to the fullest extent permitted by law, disclaims all warranties with respect to the Platform, the Platform Content, the Services and the Outputs, whether express or implied, including the warranties of merchantability, usefulness, fitness for a particular purpose, satisfactory quality, quiet enjoyment, title and non-infringement of third party rights. StatMagic makes no warranties about the accuracy, reliability, completeness or timeliness of the Platform, the Platform Content, the Services, the Outputs, or any software, text, graphics or links.

13.3. StatMagic does not warrant that the Platform, any information contained on the Platform, the Platform Content, the Services, the Outputs, the Platform's servers, or electronic communications sent from or by or on behalf of StatMagic, are free of viruses or other harmful components.

13.4. We shall not be liable for any failure or delay in performing any obligation under these Terms, the Privacy Policy or any Additional Terms, if such performance is prevented, hindered or delayed by a Force Majeure Event. A "Force Majeure Event" shall mean a circumstance or event beyond our reasonable control, rendering impossible, illegal or impractical the performance by us of our obligations, including fire, flood, explosion, sabotage, accident, acts of God, civil commotion, epidemic, pandemic, religious strife, strikes or industrial action of any kind, riots, insurrection, war, acts of terrorism, unavailability of any communication system, technical, hardware, software, cloud, hosting or infrastructure failure, electrical outages, internet failures or malfunction, hacking or unauthorised intrusion, and acts, restrictions, regulations, contractual limitations, orders, decisions or measures of any kind on the part of any governmental or judicial authority.

13.5. No oral or written information, recommendation or advice given by any employee, consultant, representative, agent or service provider of StatMagic (a "StatMagic Representative") shall create a warranty on StatMagic. If you seek to rely on any communication from a StatMagic Representative, any such reliance shall be at your own risk. Unless we otherwise agree in writing, we shall not be responsible for or liable in any manner whatsoever for any communication from a StatMagic Representative or for any loss or damage resulting from your reliance thereon.

13.6. StatMagic does not provide or make any representation or warranty as to the quality or nature of any third party products or services that may be referred to, linked from, integrated with, or accessed through the Platform.

14. Indemnification and Limitation of Liability

14.1. You hereby agree to indemnify, defend and hold harmless StatMagic, its affiliates and their respective officers, partners, designated partners, directors, owners, agents, employees, consultants, representatives, service providers, clients, licensors and licensees (collectively, the "Indemnified Parties") from and against any and all losses, liabilities, claims, damages, demands, expenses and costs, including reasonable attorneys' fees, asserted against or incurred by the Indemnified Parties, directly or indirectly, in whole or in part, in connection with any claim arising out of or resulting from or that may be payable by virtue of: (a) any breach by you of these Terms, the Privacy Policy or any Additional Terms; (b) your access to, use or misuse of the Platform, the Services or the Outputs; (c) any User Content submitted by you, including any claim that such User Content infringes the rights of any third party or was submitted without the requisite rights, consents or authorisations; (d) any default, breach or non-performance by you of any representation, warranty, undertaking or covenant; (e) any act, error, fraud, negligence, misrepresentation or wilful misconduct by you, or by any person or entity for whose acts you may be liable; or (f) any claim made by any third party due to, arising out of, or in connection with, your access to or use of the Platform, the Services or the Outputs. StatMagic reserves the right to assume the exclusive defence and control of any matter, claim or action, and all negotiations for its settlement or compromise, subject to indemnification by you. You shall fully cooperate with us as required by us in the defence of any such claim.

14.2. In no event shall the Indemnified Parties be liable to you or any third party for any loss or damage of any kind, whether direct, special, incidental, indirect, consequential or punitive, including damages for loss of profits, income or revenues, loss of goodwill, loss of anticipated savings, loss or corruption of data, loss of Match Footage or Outputs, business interruption, economic losses, or any other damages or losses, arising out of or in connection with your access to or use of, or inability to access or use, the Platform, the Services or the Outputs, however caused, regardless of the theory of liability (contract, tort or otherwise), and even if we have been advised of the possibility of such losses or damages, or should reasonably have been aware of such possibility.

14.3. Without prejudice to Clause 14.2, and to the maximum extent permitted under applicable law, the aggregate liability of the Indemnified Parties, taken together, in respect of any and all claims arising out of or in connection with these Terms, the Platform, the Services or the Outputs, whether in contract, tort or otherwise, shall not exceed the aggregate amount of Fees actually paid by you to StatMagic in the three (3) months immediately preceding the event giving rise to the claim, or a sum of INR 5,000 (Rupees Five Thousand only), whichever is higher.

15. Suspension and Termination

15.1. StatMagic retains the right to restrict, refuse, suspend or terminate your access to the Platform, the Services or your Account, at any time and at its sole discretion, if it is brought to StatMagic's notice, or if it finds, in its sole and absolute determination, that you have breached or are reasonably likely to breach the eligibility criteria set out above, these Terms, the Privacy Policy or any Additional Terms, or that such action is necessary in order to comply with applicable law or to protect StatMagic, its Users or any third party. Any such restriction, refusal, suspension or termination shall be without prejudice to any rights that we may have against you hereunder, at law or in equity in respect of such breach.

15.2. You may terminate these Terms at any time by ceasing all use of the Platform and the Services, cancelling any subsisting Subscription in accordance with Clause 5.5, and deleting your Account. Termination by you shall not entitle you to any refund of Fees, save as expressly provided in Clause 6.

15.3. Termination or expiry of these Terms shall not affect any right, obligation or liability that has accrued prior to such termination or expiry. The provisions of these Terms which by their nature are intended to survive, including Clauses 1 (Definitions), 7 (Match Footage and User Content), 8 (Outputs), 9 (Intellectual Property), 12 (User Representations and Warranties), 13 (Warranty and Liability Disclaimer), 14 (Indemnification and Limitation of Liability), this Clause 15.3, 16 (Privacy and Data Protection), 18 (Applicable Law and Jurisdiction), 20 (Severability) and 21 (Miscellaneous), shall survive such termination or expiry.

16. Privacy and Data Protection

16.1. We respect your privacy. Any personal data that we collect from Users is stored in a secure environment. However, please note that no data transmission over the internet, and no method of electronic or data storage, is entirely secure, and no security system is impenetrable.

16.2. The Privacy Policy shall be read in consonance with these Terms and forms an integral part hereof. The Privacy Policy explains the nature and types of data and personal data we collect from Users, the purposes and manner of the collection, use, processing, storage, retention, transfer, sharing, disclosure and deletion of such data, the rights available to you in respect of your personal data, and the safety and security measures adopted by us to safeguard such data. Any personal data submitted by you in relation to your use of the Platform or the Services will be governed by the Privacy Policy. By accepting these Terms, you agree that we may collect, use, process, store, retain, transfer, share and disclose your data and personal data in accordance with the Privacy Policy and applicable law.

16.3. You acknowledge that Match Footage may contain personal data, and may contain the personal data of persons other than you, including players, coaches, officials and spectators, and that such persons may include minors. You are responsible for ensuring that all notices have been given and all consents have been obtained as required under applicable law, before any such Match Footage is submitted to the Platform. Where you submit Match Footage containing the personal data of third parties, you shall, as between you and StatMagic, be responsible for the lawfulness of the collection of such personal data and for responding to any request or complaint received from any such third party, and StatMagic shall provide reasonable assistance in relation thereto.

17. Abuse Notification and Content Complaints

17.1. If you come across any abuse or violation of these Terms, or if you believe in good faith that any content made accessible on the Platform, or any conduct of or interaction with any person in relation to the Platform, violates these Terms, the Privacy Policy or any Additional Terms, you may notify us of the same using the contact details set out in these Terms.

17.2. In such an event, we may contact you for any further information that we may require in relation thereto, and we reserve the right to determine, at our sole discretion, whether such content or conduct violates these Terms, the Privacy Policy or any Additional Terms, or is otherwise abusive, infringing, threatening or harmful, and may take such action as we deem appropriate, including the removal or disabling of access to such content and the suspension or termination of the relevant Account. If you resort to any mala fide use of such notification, StatMagic reserves the right to restrict or refuse your access to the Platform and the Services, at its sole discretion, without prior notice to you and without any liability to you or any third party.

18. Applicable Law and Jurisdiction

18.1. These Terms shall be governed by and construed in accordance with the laws of the Republic of India, without regard to any conflict of laws principles. Subject to Clause 18.2 below, the courts at Bengaluru, Karnataka, India shall retain exclusive jurisdiction to entertain any dispute, difference or claim arising out of or in connection with these Terms, the Platform, the Services or the Outputs. The laws of the Republic of India shall govern the disclaimers herein, any legal notices that may be issued, and any disputes that may arise between StatMagic and one or more Users.

18.2. In the event of any dispute, difference or claim arising out of or in connection with these Terms, the parties shall first endeavour to resolve the same amicably through good faith discussions, upon written notice by either party to the other. If the dispute is not resolved within thirty (30) days of such notice, either party may refer the dispute for resolution to the courts specified in Clause 18.1, or, at StatMagic's election, to arbitration by a sole arbitrator appointed by StatMagic in accordance with the Arbitration and Conciliation Act, 1996, with the seat and venue of arbitration being Bengaluru, Karnataka, India, and the language of arbitration being English.

19. Assignment

19.1. StatMagic may sub-license, assign or transfer its rights or obligations, in whole or in part, to any affiliate or third party, including in connection with any merger, acquisition, corporate reorganisation or sale of all or substantially all of its assets or business, without any prior consent from you.

19.2. You may not assign, transfer, sub-license, charge or otherwise dispose of any of your rights or obligations under these Terms, in whole or in part, without StatMagic's prior written consent. Any purported assignment or transfer in breach of this Clause shall be null and void.

20. Severability

20.1. If any court of law having jurisdiction to decide a matter relating to these Terms rules that any provision of these Terms is invalid, illegal or unenforceable in any respect, then that provision shall be modified to the extent necessary to render it, as modified, valid and enforceable under applicable law, and such invalidity, illegality or unenforceability shall not affect the remaining provisions of these Terms, which shall continue to be valid and enforceable.

20.2. Nothing in these Terms excludes, restricts or modifies any right or remedy available to you under the laws applicable in your country of residence which cannot lawfully be excluded, restricted or modified by agreement. Where any provision of these Terms conflicts with such law, that provision shall apply only to the extent permitted by such law, and the remaining provisions shall continue in full force and effect.

21. Miscellaneous

21.1. These Terms, together with the Privacy Policy and any Additional Terms, constitute the entire agreement between you and StatMagic in relation to your access to and use of the Platform and the Services, and supersede all prior or contemporaneous understandings, communications and proposals, whether oral or written, in relation thereto, save for any separate contract executed between you and StatMagic as contemplated in these Terms.

21.2. No failure or delay by StatMagic in exercising any right, power or remedy under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise preclude any further exercise of the same or of any other right, power or remedy. Any waiver by StatMagic must be in writing to be effective.

21.3. Nothing in these Terms shall be construed as creating any partnership, joint venture, agency, employment or fiduciary relationship between you and StatMagic. You shall not have any authority to bind StatMagic or to incur any obligation on StatMagic's behalf.

21.4. All notices to be given by StatMagic to you may be given by electronic mail to the address registered with your Account, by notification within the App, or by posting on the Platform, and shall be deemed to have been received upon transmission or posting, as the case may be. All notices to be given by you to StatMagic shall be sent to the contact details set out in Clause 22 below.

21.5. These Terms have been drafted in the English language. Any translation of these Terms into any other language is provided for convenience only, and in the event of any inconsistency, the English language version shall prevail.

22. Queries and Grievance Redressal

22.1. If you have any queries or suggestions with respect to the Platform or the Services, please contact us using the contact details set out below or through the Contact page available on the Platform.

22.2. In accordance with the Information Technology Act, 2000 and the rules made thereunder, including the Information Technology (Intermediary Guidelines and Digital Media Ethics Code) Rules, 2021, the Consumer Protection (E-Commerce) Rules, 2020, and the name and contact details of the Grievance Officer are as follows:

• Grievance Officer: Siddarth Raheja
• Designation: Co-Founder
• Address: StatMagic Sports LLP, No. 118 and 119, Sanjaynagar, ISRO Antariksha Bhavan, Bangalore North, Karnataka, India – 560094
• Email: sid@statmagic.xyz

22.3. If you wish to report a grievance or complaint regarding the Platform, the Services, any content made accessible on the Platform, or the processing of your personal data, please write to the Grievance Officer at the details set out above, providing a detailed description of your grievance together with such particulars as may be necessary to identify the subject matter thereof. We shall acknowledge receipt of your grievance within twenty-four (24) hours and shall endeavour to redress the same within fifteen (15) days of receipt, or within such other timeframe as may be stipulated under applicable law.