1. User’s Acknowledgment and Acceptance of Terms: Facility Ally, LLC (“Us” or “We”) provides the Facility Ally Site, and software application, and various related services (collectively, the “Site”) to “You,” the “User,” subject to Your compliance with all the terms, conditions, and notices contained or referenced herein (the “Terms of Use”), as well as any other written agreement between Us and You.

We have made all reasonable efforts to ensure that all information provided through the Site is accurate at the time of inclusion, however, there may be inadvertent and occasional errors for which We apologize. We accept no liability for any inaccuracies or omissions on the Site and any decisions based on information contained on the Site are the sole responsibility of the visitor.

IF YOU DO NOT WISH TO BE BOUND BY THESE TERMS OF USE, YOU MAY CEASE USING THE SITE. BY USING THIS SITE, YOU AGREE TO BE BOUND BY THESE TERMS OF USE. YOUR REMEDY REGARDING ANY USE OF THIS SITE, OR ANY PRODUCTS, SERVICES, CONTENT, OR OTHER INFORMATION AVAILABLE ON OR THROUGH THIS SITE, IS TO STOP USING THE SITE AND/OR THOSE PARTICULAR PRODUCTS OR SERVICES. BY USING THIS SITE, YOU AGREE TO COMPLIANCE WITH THESE TERMS OF USE.

These Terms of Use are effective as of May 12, 2026. We expressly reserve the right to change these Terms of Use from time to time without notice to You. However, any updates to these Terms of Use shall be posted on the Site. You acknowledge and agree that it is Your responsibility to review this Site and these Terms of Use from time to time and to familiarize Yourself with any modifications.

As used in these Terms of Use, references to our “Affiliates” include, without limitation, our owners, subsidiaries, affiliated companies, officers, directors, suppliers, partners, sponsors, and advertisers, and includes all parties involved in creating, producing, and/or delivering this Site and/or its contents.

If any of these Terms of Use should be determined to be illegal, invalid or otherwise unenforceable by reason of the laws of any state or country in which these Terms of Use are intended to be effective, then to the extent and within the jurisdiction which that Term or Condition is illegal, invalid or unenforceable, it shall be severed and deleted from this clause and the remaining Terms of Use shall survive, remain in full force and effect and continue to be binding and enforceable.

2. Description of Services: We offer various “Services” on this Site including, but not limited to, management and operation of sports facilities, eatertainment establishments, and club management tools, and other like Services. You are responsible for providing, at Your own expense, all equipment necessary to use the Services, including a computer, modem, and Internet access (including payment of all fees associated with such access). Access to the Services may require a subscription with terms defined in our Services Agreement with You.

3. Registration Data and Privacy: To access the Services, You will be required to create and use an account and password that will be obtained by completing the online registration form, which requires client information and data (“Registration Data”). Registration Data must be maintained and updated periodically by You. You agree that all information provided in the Registration Data is true and accurate and that You will maintain and update this information as required in order to keep it current, complete, and accurate.

You grant Us the right to disclose to third parties Registration Data about You. The information We obtain through Your Use of this Site, including Your Registration Data, is subject to our Privacy Policy, which is specifically incorporated by reference into these Terms of Use.

4. Prohibited and Unauthorized Use: You will not use the Services in any way that violates the Terms of Use or for any purpose or in any manner that is unlawful or prohibited by this Agreement. You may not use the Services if you are legally prohibited from receiving or using the Services under the laws of the country in which you are resident or from which you access or use the Services.

5. Modifications to the Service and Prices: We reserve the right at any time and from time to time to modify or discontinue, temporarily or permanently, the Services or the Site (or any part thereof) with or without notice to You. We shall not be liable to You or to any third party for any modification, price change, suspension or discontinuance of the Services. No change or modification to the Site or Services will result in any liability to You or any third party.

6. Fees: 6.1 Subscription Fees. The Subscription Fee may be increased if: (i) you exceed your Maximum Contacts, Email Send Limit, User or other applicable limits, (ii) you upgrade products or base packages, (iii) you subscribe to additional features or products, including additional Contacts, or (iv) otherwise agreed to in your Order. Prices of all Services, including but not limited to monthly subscription plan fees to the Services, are subject to change upon thirty (30) days’ notice from Us. 6.2 Payment of Fees. If you are paying by credit card, you authorize us to charge your Authorized Payment Method for all fees payable during the Subscription Term. You further authorize us to use a third party to process payments, and consent to the disclosure of your payment information to such third party. 6.3 Payment against invoice. If you are paying by invoice, we will invoice you no more than forty-five (45) days before the beginning of the Subscription Term and each subsequent Billing Period, and other times during the Subscription Term when fees are payable. All amounts invoiced are due and payable within fifteen (15) days from the date of the invoice, unless otherwise specified in the Order Form. 6.4 Sales Tax. All fees are exclusive of taxes, which we will charge as applicable. You agree to pay any taxes applicable to your use of the Services. You will have no liability for any taxes based upon our gross revenues or net income.

7. Conduct on Site: Your use of the Site is subject to all applicable laws and regulations, and You are solely responsible for the substance of Your communications through the Site. By posting information in or otherwise using any communications service, You on or through this Site, You agree that You will not upload, share, post, or otherwise distribute or facilitate distribution of any content — including text, communications, software, images, sounds, data, or other information — that: a. Is unlawful, threatening, abusive, harassing, defamatory, libelous, deceptive, fraudulent, invasive of another’s privacy, tortious, contains explicit or graphic descriptions or accounts of sexual acts (including but not limited to sexual language of a violent or threatening nature directed at another individual or group of individuals), or otherwise violates our rules or policies; b. Infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party; c. Victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age, or disability, or any other legally protected category under federal or state law; d. Constitutes unauthorized or unsolicited advertising, junk or bulk email (also known as “spamming”), chain letters, any other form of unauthorized solicitation, or any form of lottery or gambling; e. Contains software viruses or any other computer code, files, or programs that are designed or intended to disrupt, damage, or limit the functioning of any software, hardware, or telecommunications equipment or to damage or obtain unauthorized access to any data or other information of any third party; or f. Impersonates any person or entity, including any of our employees or representatives.

We neither endorse nor assume any liability for the contents of any material uploaded or submitted by third-party users of the Site. We have the right at their sole discretion to remove any content that, in our judgment, does not comply with these Terms of Use and any other rules of User conduct for our Site, or is otherwise harmful, objectionable, or inaccurate. We are not responsible for any failure or delay in removing such content. You hereby consent to such removal and waive any claim against Us arising out of such removal of content. See “Use of Your Materials” below for a description of the procedures to be followed in the event that any party believes that content posted on this Site infringes on any patent, trademark, trade secret, copyright, right of publicity, or other proprietary right of any party.

In addition, You may not use Your account to breach security of another account or attempt to gain unauthorized access to another network or server. Not all areas of the Site may be available to You or other authorized Users of the Site. You shall not interfere with anyone else’s use and enjoyment of the Site or other similar services. Users who violate systems or network security may incur criminal or civil liability.

You agree that We may, at any time, and at our sole discretion, terminate Your account, or other affiliation with our Site without prior notice to You for violating any of the above provisions. In addition, You acknowledge that We will cooperate fully with investigations of violations of systems or network security at other Sites, including cooperating with law enforcement authorities in investigating suspected criminal violations.

8. Scorecard Submissions and Data Licensing: Facility Ally may offer scorecards, assessments, diagnostics, or quizzes (collectively, “Assessments”) to help evaluate your facility or business operations. By submitting responses to any Assessment, you agree to the following terms:

• License Grant: You grant Facility Ally a perpetual, irrevocable, worldwide, royalty-free, and sublicensable license to (a) collect, retain, and analyze your responses; (b) combine your responses with those of other users; (c) use the resulting data and insights for any lawful purpose, including product development, machine learning, internal research, and commercial offerings; and (d) publish, license, sell, or monetize the data and derivative works, provided it is done solely in an anonymized and aggregated format that does not reasonably identify you or your specific business.
• No Compensation: Your responses are provided voluntarily. You acknowledge that Facility Ally may monetize the aggregated data and derivative works as described above without any notice, attribution, or financial compensation owed to you.
• Disclaimer of Liability for Results: All Assessments, scores, and resulting recommendations provided by Facility Ally are for informational and educational purposes only. They do not constitute professional, legal, or financial advice. Facility Ally makes no warranties regarding the accuracy, completeness, or operational outcomes of the Assessment results. You assume all risk and liability for any business decisions or operational changes you make based on your Assessment results.

Nothing in this section permits Facility Ally to disclose your personally identifiable information in a manner that contradicts our Privacy Policy.

9. Third Party Sites and Information: This Site may link You to other Sites on the Internet or otherwise include references to information, documents, software, materials and/or services provided by other parties. We do not control the content of these Sites, they may contain information or material that some people may find inappropriate or offensive. We are not responsible for the accuracy, copyright compliance, legality, decency, or any other aspect of the content of such Sites, nor are We responsible for errors or omissions in any references to other parties or their products and services. The inclusion of such a link or reference is provided merely as a convenience and does not imply endorsement of, or association with, the Site or party by Us, or any warranty of any kind, either express or implied.

10. Intellectual Property Information: Copyright (c) 2026 FacilityAlly.com All Rights Reserved. For purposes of these Terms of Use, “content” is defined as any information, data, communications, software, photos, video, graphics, music, sounds, and other material and services that can be viewed by Users on our Site.

By accepting these Terms of Use, You acknowledge and agree that all content presented to You on this Site is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws, and is the sole property of Facility Ally and/or its Affiliates. You are only permitted to use the content as expressly authorized by Us or the specific content provider. Any unauthorized use of the materials appearing on this Site may violate copyright, trademark and other applicable laws and could result in criminal or civil penalties.

All custom graphics, icons, logos and service names are registered trademarks, trademarks or service marks of Facility Ally or its Affiliates. All other trademarks or service marks are property of their respective owners. Nothing in these Terms of Use grants You any right to Use any trademark, service mark, logo, and/or the name of Facility Ally or its Affiliates.

11. Publicity: You grant us the right to add your name and company logo to our customer list and website. You can opt-out of this use by notifying us in writing of your desire to opt out.

12. Unauthorized Use of Materials: Subject to our Privacy Policy, any communication or material that You transmit to this Site or to Us, whether by electronic mail, post, or other means, for any reason, will be treated as non-confidential and non-proprietary. While You retain all rights in such communications or material, You grant Us and our agents and affiliates a non-exclusive, paid-up, perpetual, and worldwide right to copy, distribute, display, perform, publish, translate, adapt, modify, and otherwise use such material for any purpose regardless of the form or medium (now known or not currently known) in which it is used.

Do not submit confidential or proprietary information to Us. We respect the intellectual property of others, and We ask You to do the same. If You or any User of this Site believes its copyright, trademark or other property rights have been infringed by a posting on this Site, You or the User should send notification to Us immediately.

13. Disclaimer of Warranties: ALL MATERIALS AND SERVICES ON THIS SITE ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, OR THE WARRANTY OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, WE MAKE NO WARRANTY THAT (A) THE SERVICES AND MATERIALS WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES AND MATERIALS WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES OR MATERIALS WILL BE EFFECTIVE, ACCURATE OR RELIABLE, OR (D) THE QUALITY OF ANY PRODUCTS, SERVICES, OR INFORMATION PURCHASED OR OBTAINED BY YOU FROM THE SITE FROM US OR OUR AFFILIATES WILL MEET YOUR EXPECTATIONS OR BE FREE FROM MISTAKES, ERRORS OR DEFECTS.

THIS SITE COULD INCLUDE TECHNICAL OR OTHER MISTAKES, INACCURACIES OR TYPOGRAPHICAL ERRORS. WE MAY MAKE CHANGES TO THE MATERIALS AND SERVICES AT THIS SITE, INCLUDING THE PRICES AND DESCRIPTIONS OF ANY PRODUCTS LISTED HEREIN, AT ANY TIME WITHOUT NOTICE. THE MATERIALS OR SERVICES AT THIS SITE MAY BE OUT OF DATE, AND WE MAKE NO COMMITMENT TO UPDATE SUCH MATERIALS OR SERVICES.

THE USE OF THE SERVICES OR THE DOWNLOADING OR OTHER ACQUISITION OF ANY MATERIALS THROUGH THIS SITE IS DONE AT YOUR OWN DISCRETION AND RISK AND WITH YOUR AGREEMENT THAT YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR LOSS OF DATA THAT RESULTS FROM SUCH ACTIVITIES.

SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

14. Service Uptime Commitment: 14.1 For the purposes of this ‘Service Uptime Commitment’ section, the following definitions will apply: “Downtime” means a critical full outage/severe issue that constitutes a catastrophic problem causing complete inability to use the Services, across a significant portion of the production environment (e.g. crash or hang), resulting in production downtime and where there is no workaround or solution to the problem. “Excluded” means the following: (i) unavailability caused by circumstances beyond our reasonable control, including, without limitation, act of God, acts of government, emergencies, natural disasters, flood, fire, civil unrest, acts of terror, strikes or other labor problems (other than those involving our employees), or any other force majeure event or factors; (ii) any problems resulting from Customer’s combining or merging the Services with any hardware or software not supplied by us or not identified by us in writing as compatible with the Services; (iii) interruptions or delays in providing the Services resulting from telecommunications or internet service provider failures outside of our datacenter as measured by our third party website availability monitoring provider; (iv) any interruption or unavailability resulting from the misuse, improper use, alteration, or damage of the Services; and (v) unavailability while we perform maintenance on the Services when necessary, in our sole, reasonable discretion. “Service Uptime” means (total hours in calendar month – Excluded duration – Downtime duration) / (total hours in calendar month – Excluded duration) x 100% = Service Uptime. 14.2 We will use commercially reasonable efforts to meet a Service Uptime of 99% for our Services in a given calendar month. All availability calculations will be based on our system records. Notwithstanding anything to the contrary in this Agreement, as Your sole and exclusive remedy for failure to meet Service Uptime commitments, in the event there are two (2) or more consecutive calendar months during which the Service Uptime falls below 99% in a given calendar month, You will be entitled to receive a credit equal to the pro-rated amount of fees applicable to the downtime as measured within two (2) or more consecutive calendar months during which the Service Uptime fell below 99%. The credit will be applied against an invoice or charge, provided You request such credit within twenty (20) days of the end of the relevant calendar month in which we did not meet the Service Uptime of 99%.

15. Availability and Force Majeure: Except for payment obligations of amounts due under this Agreement, neither party will be responsible for failure or delay of performance if caused by: an act of war, hostility, or sabotage; act of God; electrical, internet, or telecommunication outage that is not caused by the obligated party; government restrictions; pandemic; or other event outside the reasonable control of the obligated party. Each party will use reasonable efforts to mitigate the effect of a force majeure event.

16. Limitation of Liability: IN NO EVENT SHALL WE OR OUR AFFILIATES BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND, OR ANY DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, THOSE RESULTING FROM LOSS OF USE, DATA OR PROFITS, WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, AND ON ANY THEORY OF LIABILITY, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THIS SITE OR OF ANY WEB SITE REFERENCED OR LINKED TO FROM THIS SITE.

FURTHER, WE SHALL NOT BE LIABLE IN ANY WAY FOR THIRD PARTY GOODS AND SERVICES OFFERED THROUGH THIS SITE OR FOR ASSISTANCE IN CONDUCTING COMMERCIAL TRANSACTIONS THROUGH THIS SITE, INCLUDING WITHOUT LIMITATION THE PROCESSING OF ORDERS.

SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Simply put, if the Services are paused, delayed, cancelled, or unavailable to You for any period of time, We will not be liable to you for any Loss of Revenue, Business interruption or other similar claims.

17. Indemnification: To the fullest extent permitted by applicable state law, You agree to defend, indemnify, and hold Us and our Affiliates, agents, employees, officers, and assigns (without limitation) harmless from all liabilities, claims, and expenses, including attorneys’ fees and costs, that arise from Your Use or misuse of this Site. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You, in which event You will cooperate with Us in asserting any available defenses.

18. Security and Password: You are solely responsible for maintaining the confidentiality of Your password and account and for any and all statements made and acts or omissions that occur through the use of Your password and account. Therefore, You must take steps to ensure that others do not gain access to Your password and account. Our personnel will never ask You for Your password. You may not transfer or share Your account with anyone, and We reserve the right to immediately terminate Your account if You do transfer or share Your account.

19. Participation in Promotions: From time to time, this Site may include advertisements offered by third parties. You may enter into correspondence with or participate in promotions of the advertisers showing their products on this Site. Any such correspondence or promotions, including the delivery of and the payment for goods and services, and any other terms, conditions, warranties or representations associated with such correspondence or promotions, are solely between You and the advertiser. We assume no liability, obligation, or responsibility for any part of any such correspondence or promotion.

20. E-mail, Messaging, and Chat Services: We may make email, messaging, or chat services (collectively, “Communications”) available to Users of our Site, either directly or through a third-party provider. We make available separate supplemental agreements characterizing the relationship between You and Us that, except where expressly noted or contradictory, includes these Terms.

We will not inspect or disclose the contents of private Communications except with the consent of the sender or the recipient, or in the narrowly-defined situations provided under the Electronic Communications Privacy Act, or as other required by law or by court or governmental order. Further information is available in our Privacy Policy.

We may employ automated monitoring devices or techniques to protect our Users from mass unsolicited communications (also known as “spam”) and/or other types of electronic communications that We deem inconsistent with our business purposes. However, such devices or techniques are not perfect, and We will not be responsible for any legitimate communication that is blocked, or for any unsolicited communication that is not blocked.

Mailboxes may have a limited storage capacity. If You exceed the maximum permitted storage space, We may employ automated devices that delete or block email messages that exceed the limit. We will not be responsible for such deleted or blocked messages.

21. International Use: Although this Site may be accessible worldwide, We make no representation that materials on this Site are appropriate or available for use in locations outside the United States, and accessing them from territories where their contents are illegal is prohibited. Those who choose to access this Site from other locations do so on their own initiative and are responsible for compliance with local laws. Any offer for any product, service, and/or information made in connection with this Site is void where prohibited.

22. Termination of Use: You agree that We may, in our sole discretion, terminate or suspend Your access to all or part of the Site with or without notice and for any reason, including, without limitation, breach of these Terms of Use. Any suspected fraudulent, abusive or illegal activity may be grounds for terminating Your relationship and may be referred to appropriate law enforcement authorities.

Upon termination or suspension, regardless of the reasons therefore, Your right to use the services available on this Site immediately ceases, and You acknowledge and agree that We may immediately deactivate or delete Your account and all related information and files in Your account and/or bar any further access to such files or this Site. We shall not be liable to You or any third party for any claims or damages arising out of any termination or suspension or any other actions taken by Us in connection with such termination or suspension.

23 Governing Law: This Site (excluding any linked Sites) is controlled by Us from our offices within Missouri, United States of America. It can be accessed from all 50 states, as well as from other countries around the world. As each of these places has laws that may differ from those of Missouri, by accessing this Site, Users agree that the statutes and laws of the State of Missouri, without regard to the conflicts of laws principles thereof and the United Nations Convention on the International Sales of Goods, will apply to all matters relating to the use of this Site and the purchase of products and services available through this Site. You agree and hereby submit to the exclusive personal jurisdiction and venue any court of competent jurisdiction within the State of Missouri with respect to such matters.

Class Action Waiver: You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You expressly waive any right to bring a claim against Facility Ally as a plaintiff or class member in any purported class or representative proceeding.

24. Notices: All notices to a party shall be in writing and shall be made either via email or conventional mail. Notices to Us must be sent to the attention of Customer Service at info@FacilityAlly.com, if by email, or at Facility Ally, LLC, Attn. Administrator, [Insert Business Mailing Address] if by conventional mail. Notices to You may be sent to the address supplied by You as part of Your Registration Data. In addition, We may broadcast notices or messages through the Site to inform You of changes to the Site or other matters of importance, and such broadcasts shall constitute notice to You at the time of sending.

25. Entire Agreement: These Terms of Use constitute the entire agreement and understanding between You and Us concerning the subject matter of this agreement and supersedes all prior agreements and understandings of the parties with respect to that subject matter. These Terms of Use may not be altered, supplemented, or amended by the Use of any other document(s). Any attempt to alter, supplement or amend this document or to enter an order for products or services which are subject to additional or altered Terms of Use shall be null and void, unless otherwise agreed to in a written agreement signed by You and Us. To the extent that anything in or associated with this Site is in conflict or inconsistent with these Terms of Use, these Terms of Use shall take precedence.

26. Miscellaneous: In any action to enforce or arising out of these Terms of Use, the prevailing party will be entitled to its attorneys’ fees and costs. Any cause of action brought by You against Us or our Affiliates must be instituted with one year after the cause of action arises or be deemed forever waived and barred.

You may not assign Your rights and obligations under these Terms of Use to any party, and any purported attempt to do so will be null and void. We may freely assign our rights and obligations under these Terms of Use.

You agree not to sell, resell, reproduce, duplicate, copy or Use for any commercial purposes any portion of this Site, or Use of or access to this Site.

In addition to any excuse provided by applicable law, We shall be excused from liability for non-delivery or delay in delivery of products and services available through our Site arising from any event beyond our reasonable control, whether or not foreseeable by either party, including but not limited to, labor disturbance, war, fire, accident, adverse weather, inability to secure transportation, governmental act or regulation, and other causes or events beyond our reasonable control, whether or not similar to those which are enumerated above.

If any part of these Terms of Use is held invalid or unenforceable, that portion shall be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions shall remain in full force and effect.

Any failure by Us to enforce or exercise any provision of these Terms of Use or related rights shall not constitute a waiver of that right or provision.