Terms & Conditions

1. Welcome to SpiralXO

These Terms and Conditions (“Terms”) govern your access to and use of SpiralXO, a software platform that enables football organizations to manage teams, planning, and internal coordination.

By accessing or using SpiralXO, you agree to these Terms. If you’re accepting on behalf of an organization, you confirm that you have the authority to bind that organization to these Terms.

SpiralXO is operated by FieldIQ Holdings LLC, a Wyoming limited liability company. If you have questions about these Terms, contact us at legal@spiralxo.com.

Definitions

Throughout this document, the following terms have specific meanings:

“Organization” refers to the entity (such as a high school, football program, club, or other sports organization) that purchases and controls access to SpiralXO. Organizations are our customers and are responsible for managing user accounts, setting permissions, and ensuring compliance with applicable laws.

“User” refers to any individual who accesses or uses SpiralXO, including coaches, staff members, players, and administrators. Users access the platform through accounts created or authorized by an Organization.

“Minor” refers to any individual under the age of 18, regardless of location. Additional parental consent requirements may apply in certain jurisdictions for users under the age of 16 or 18, as specified by applicable state or regional laws.

“Availability Status” refers to the feature within SpiralXO that allows Organizations to track whether a player is available for practices, games, or other team activities. Availability Status is intended solely for scheduling and planning purposes and must indicate only general availability (such as “Available,” “Unavailable,” or “Limited”). It must not include medical diagnoses, health conditions, treatment details, or other protected health information.

2. Who Can Use SpiralXO

Age Requirement

SpiralXO is designed for users 13 years of age and older. Children under 13 are not permitted to create accounts or use the platform.

Parental Consent for Minors

While SpiralXO is designed for users 13 and older, certain state laws (such as in Georgia, Florida, and Texas) require parental consent for users under the age of 16 or 18. If you are a minor in a jurisdiction that requires parental consent for digital services, you may only use SpiralXO if your Organization has verified that such consent has been obtained from your parent or legal guardian.

Organization Accounts

SpiralXO sells access to organizations—such as high schools, football programs, and clubs—not to individuals. Your organization creates the account, accepts these Terms, and is responsible for all activity that occurs under that account.

User Eligibility

Your organization is responsible for ensuring that all users (coaches, staff, players) meet our age requirements and are authorized to access the platform. Organizations must also ensure compliance with any applicable state laws requiring parental consent for minors.

SpiralXO does not independently verify parental consent and relies on organizations to document and retain proof of any required consents.

3. How Accounts Work

Organization-Level Control

When your organization signs up for SpiralXO:

• An authorized adult accepts these Terms on behalf of the organization
• Your organization designates one or more administrators
• Administrators control team creation, user invitations, roles, and permissions

Adding Users

Users join SpiralXO in one of two ways:

• Invitation: Your organization or team invites coaches, staff, or players (13+) to join.
• Independent Player Registration: Players may create accounts on their own, but these accounts aren’t fully functional until the player joins or is added to a team. Independent player accounts cannot access organization features, team content, or communications unless and until an organization administrator adds the player to a team.

Account Security

• Accounts are personal and non-transferable
• Users must keep login credentials secure and confidential
• Organizations must promptly remove access for users who should no longer have it
• We may suspend or terminate accounts for security reasons or Terms violations

4. What You Can (and Can’t) Do

Permitted Uses

You may use SpiralXO for lawful, sports-related organizational purposes including:

• Team management and coordination
• Practice and game planning
• Internal communications
• Strategy development

All use must comply with applicable laws and any school or league policies.

Prohibited Conduct

You may not:

• Use the platform for illegal, fraudulent, or unauthorized purposes
• Harass, abuse, threaten, or discriminate against any user
• Upload unlawful, offensive, defamatory, or infringing content
• Enter, upload, or share medical diagnoses, health conditions, treatment details, medical records, or other protected health information in any text fields, notes, or communications on the platform
• Attempt to bypass security measures or access other users’ accounts
• Use the platform to market or advertise products or services to players
• Impersonate others or misrepresent your affiliation
• Interfere with the platform’s operation or other users’ access
• Scrape, data-mine, or use automated systems to extract data

Important: SpiralXO is not designed to handle sensitive medical information. The Player Availability Status feature is for organizational planning only (e.g., “Available,” “Unavailable,” “Limited”). Do not enter specific diagnoses, injuries, treatments, or medical details anywhere on the platform.

We reserve the right to investigate violations and remove users or content that violate these Terms.

For additional details regarding prohibited data and handling of minors’ information, see our Privacy Policy.

5. Your Content and Data

Ownership

Your organization retains full ownership of all content and data you upload to SpiralXO, including:

• Playbooks and practice plans
• Strategy materials and depth charts
• Team schedules and personnel groupings
• Internal communications

License to Us

To operate the platform, you grant us a limited, non-exclusive license to host, process, store, and display your content solely for the purpose of providing the service to you.

Aggregated Data

We may use aggregated, anonymized data derived from platform usage to improve SpiralXO’s functionality and performance. This data cannot be traced back to your organization or individual users.

Your Responsibility

You represent that:

• You have the right to upload and use all content you submit
• Your content doesn’t violate any laws or third-party rights
• You’ve obtained necessary permissions for any personal data you collect

6. Player Availability Status

SpiralXO includes a feature that allows organizations to track player availability (such as “Available,” “Unavailable,” or “Limited”) for scheduling and planning purposes.

Important clarifications:

• Availability is intended for scheduling purposes only and must not include medical details.
• SpiralXO is not a HIPAA-covered entity. Do not enter or upload Protected Health Information (PHI), clinical records, diagnoses, or treatment notes anywhere on the platform.
• Organizations and coaches enter and manage availability status
• We do not verify, assess, or interpret health information
• Availability status is used solely for planning and organizational purposes

7. What SpiralXO Is (and Isn’t)

We Are a Technology Provider

SpiralXO provides software tools to help you organize, plan, and coordinate your football program.

We Are Not Decision-Makers

SpiralXO does not:

• Provide coaching, medical, or safety advice
• Make decisions about player participation or training intensity
• Supervise users or monitor conduct in real-time (beyond platform security)
• Assess player health or fitness

You Remain Responsible

Your organization and its staff retain full responsibility for:

• All coaching and training decisions
• Player safety and safeguarding
• Strategy and performance outcomes
• Supervision and appropriate conduct
• Compliance with applicable laws, policies, and regulations

We make no guarantees about sports performance, safety outcomes, or program results.

8. Privacy and Data Protection

Your privacy matters to us. Our Privacy Policy explains:

• What personal data we collect
• How we use and protect that data
• Your rights regarding your information

By using SpiralXO, you also agree to our Privacy Policy.

Your Organization’s Responsibilities:

• Ensure you have lawful authority to collect and share user data with us
• Comply with applicable privacy and data protection laws
• Inform your users about how their data will be used

9. Security

We implement reasonable technical and organizational safeguards to protect your data. However, no system is completely secure, and we cannot guarantee absolute security.

You agree that we are not liable for unauthorized access or data breaches that occur despite our reasonable security measures, except where such liability cannot be limited by law.

You should also:

• Use strong, unique passwords
• Protect your login credentials
• Report suspicious activity immediately

10. Payments, Refunds, and Billing

Payment Authorization

By providing your credit card, debit card, or other payment method (“Payment Method”) during the checkout or subscription process, you authorize SpiralXO and/or SpiralXO’s third-party payment processor (“Payment Processor”) to store your Payment Method and to charge your Payment Method for the subscription amount and any applicable fees and taxes.

Payment Information

You represent and warrant that:

• The Payment Method and related information you provide are true, correct, and complete
• You are duly authorized to use such Payment Method for your purchase
• You will promptly notify us if your Payment Method is canceled, expires, or if you become aware of any potential security breach

Third-Party Payment Processing

SpiralXO uses Stripe to process payments. The processing of your Payment Method and related information is subject to the Payment Processor’s terms and conditions and privacy policy. SpiralXO is not responsible for any errors, acts, or omissions of the Payment Processor.

Fees and Billing

• All amounts are payable in U.S. dollars (or as otherwise specified) and are due as set forth during checkout or as communicated to you
• Subscription fees will be charged on a recurring basis according to your selected billing cycle (monthly, annually, etc.)
• Fees may include service fees, processing fees, and applicable taxes as required by federal, state, or local law
• We reserve the right to modify our fees and billing terms at any time with advance notice to you

Confirmation of Purchase

You are responsible for confirming the accuracy of your selection before completing your purchase. Please review your order carefully before submitting payment.

No Refunds - Final Sale Policy

UNLESS OTHERWISE REQUIRED BY APPLICABLE LAW, ALL SALES ARE FINAL AND NON-REFUNDABLE. Once you complete your purchase or subscription, you cannot change, cancel, or receive a refund for your order.

You acknowledge and agree that:

• SpiralXO is provided as software-as-a-service on an “as is” basis
• No refunds will be issued for partial use during a billing period
• No refunds will be issued due to dissatisfaction with features, performance, or functionality
• No refunds will be issued if you or your organization violates these Terms and your access is suspended or terminated
• Technical issues, downtime, or platform defects do not entitle you to a refund

Discretionary Refunds or Credits

SpiralXO may, in its sole and absolute discretion, provide you with a full or partial refund, discount, or account credit. The amount, form, and terms of any such refund, discount, or credit (including how it may be used and any expiration dates) are entirely within SpiralXO’s discretion.

Important: SpiralXO’s decision to provide a refund, discount, or credit in one instance does not:

• Obligate SpiralXO to provide the same in future instances
• Create any expectation or entitlement to similar treatment
• Constitute a waiver of this no-refund policy

Any refunds that are issued will be made to the original Payment Method used at the time of purchase.

Notwithstanding the foregoing, refunds required by applicable law or agreed to in a written contract with a school district will be honored.

Cancellation

You may cancel your subscription at any time by contacting us at billing@spiralxo.com. Cancellation will take effect at the end of your current billing period, and you will not be charged for subsequent periods. No refunds will be provided for the remainder of your current billing period.

Non-Payment

Failure to pay fees when due may result in:

• Suspension of access to the platform
• Termination of your account
• Collection efforts, including any applicable late fees or collection costs

Contact for Billing Questions

For questions about billing, payments, or your subscription, contact us at billing@spiralxo.com or legal@spiralxo.com.

11. Suspension and Termination

Our Right to Suspend or Terminate

We may suspend or terminate accounts at any time for:

• Violations of these Terms
• Security concerns or suspected fraud
• Legal compliance requirements
• Non-payment of fees

Your Right to Terminate

Your organization may cancel its account at any time by contacting us at billing@spiralxo.com.

What Happens After Termination

• All users under your organization lose access to the platform
• Data retention and deletion follows the timeline described in our Privacy Policy
• You remain responsible for any outstanding fees
• Sections of these Terms that should reasonably survive (like indemnification and limitations of liability) continue to apply
• No refunds will be issued for any pre-paid or unused portion of your subscription

12. Disclaimers and Limitations

“As Is” Service

SpiralXO is provided “AS IS” and “AS AVAILABLE.” We disclaim all warranties, express or implied, including:

• Warranties of merchantability or fitness for a particular purpose
• Guarantees of uninterrupted, error-free, or secure service
• Warranties regarding results, performance outcomes, or accuracy
• Warranties that the platform will meet your specific requirements
• Warranties that defects or errors will be corrected

You acknowledge that your use of SpiralXO is at your sole risk.

Limitation of Liability

To the fullest extent permitted by law:

Our total liability to you for any claims arising from these Terms or your use of SpiralXO is limited to the amount you paid us in the 12 months preceding the claim (or $100 if you paid nothing).

We are not liable for:

• Indirect, incidental, consequential, or punitive damages
• Lost profits, revenue, data, or business opportunities
• Costs of substitute services
• Damages resulting from your use or inability to use the platform
• Service interruptions, technical failures, or platform defects
• Loss or corruption of data or content
• Unauthorized access to your account or data

This limitation applies:

• Regardless of the legal theory (contract, tort, negligence, strict liability, or otherwise)
• Even if we’ve been advised of the possibility of such damages
• Even if a remedy fails of its essential purpose
• To all claims, including those related to defective products, service failures, or breaches of warranty

Exceptions

Some jurisdictions don’t allow certain limitations of liability or warranty disclaimers. If those laws apply to you, some limitations above may not apply to the extent prohibited by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless SpiralXO, FieldIQ Holdings LLC, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including reasonable attorneys’ fees) arising from:

• Your use of the platform
• Content or data you upload
• Your violation of these Terms
• Your violation of any law or third-party rights
• Claims involving your users, staff, coaches, or players
• Your organization’s decisions regarding training, safety, or player participation
• Your breach of any representations or warranties in these Terms

This indemnification survives termination of these Terms.

14. Changes to These Terms

We may update these Terms from time to time to reflect:

• Changes in our service
• Legal or regulatory requirements
• Improved clarity or fairness

When we make changes:

• We’ll post the updated Terms with a new “Last Updated” date
• We’ll notify you via email or platform notice for material changes
• Your continued use after changes take effect means you accept the new Terms

If you don’t agree with the changes, you must stop using SpiralXO and cancel your account. No refunds will be issued for cancellations due to Terms changes.

15. Dispute Resolution and Arbitration

Informal Negotiation

Before initiating any formal dispute resolution process, you agree to first contact us at legal@spiralxo.com to attempt to resolve the dispute informally. We commit to working with you in good faith to resolve any concerns.

Mandatory Binding Arbitration

If we cannot resolve a dispute through informal negotiation within 30 days, you agree that any dispute, claim, or controversy arising out of or relating to these Terms or your use of SpiralXO shall be resolved exclusively through binding arbitration, rather than in court.

The arbitration will be:

• Administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules
• Conducted in accordance with the AAA’s rules and procedures
• Held in Sheridan, Wyoming
• Decided by a single, neutral arbitrator

The arbitrator’s decision will be final and binding, and judgment on the award may be entered in any court having jurisdiction.

This arbitration provision does not apply where prohibited by applicable law or where a public educational institution is legally restricted from arbitration.

Waiver of Jury Trial

YOU AND SPIRALXO EXPRESSLY WAIVE THE RIGHT TO A TRIAL BY JURY. By agreeing to arbitration, you understand that you are waiving your right to have disputes heard by a judge or jury in court.

Class Action Waiver

YOU AGREE TO BRING CLAIMS AGAINST SPIRALXO ONLY IN YOUR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one party’s claims and may not preside over any form of class, consolidated, or representative proceeding.

If this class action waiver is found to be unenforceable for any reason, the entire arbitration agreement in this Section 15 shall be null and void (but the rest of these Terms will remain in effect).

Small Claims Court Exception

Either party may seek relief in small claims court for disputes or claims within the scope of that court’s jurisdiction, provided the action is brought on an individual basis and not as part of a class, consolidated, or representative action.

Arbitration Costs

Except as provided by the AAA Rules, each party shall bear its own costs and expenses, including but not limited to attorney’s fees and arbitrator fees, unless the arbitrator determines that a claim was brought in bad faith, in which case the arbitrator may award fees to the prevailing party.

Opt-Out Right

You have the right to opt out of this arbitration agreement. To opt out, you must notify us in writing within 30 days of first accepting these Terms. Your written opt-out notice must include your name, address, email address, and a clear statement that you wish to opt out of this arbitration agreement. Send opt-out notices to: FieldIQ Holdings LLC, Attn: Legal Department, 30 N. Gould St. Sheridan, Wyoming 38201, or email to legal@spiralxo.com with “ARBITRATION OPT-OUT” in the subject line.

If you opt out, all other terms of these Terms and Conditions will continue to apply, but neither you nor SpiralXO can require the other to participate in arbitration. If you do not opt out within the 30-day period, you and SpiralXO will be bound by the terms of this arbitration agreement.

Governing Law

These Terms are governed by the laws of State of Wyoming, without regard to conflict of law principles. The Federal Arbitration Act governs the interpretation and enforcement of this arbitration agreement.

16. General Legal Terms

Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and SpiralXO regarding the platform.

Severability

If any provision of these Terms is found unenforceable, the remaining provisions continue in full effect. However, if the Class Action Waiver in Section 15 is found unenforceable, the entire arbitration agreement shall be void.

No Waiver

Our failure to enforce any right or provision doesn’t constitute a waiver of that right. Any waiver must be in writing and signed by us.

Assignment

You may not assign or transfer these Terms without our written consent. We may assign our rights and obligations at any time.

Force Majeure

We are not liable for any failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, natural disasters, war, terrorism, pandemics, labor disputes, or government actions.

17. Contact Us

If you have questions about these Terms, please contact us:

FieldIQ Holdings LLC
30 N. Gould St. Sheridan, WY 82801
Email: legal@spiralxo.com

For general support inquiries: legal@spiralxo.com

For billing inquiries: billing@spiralxo.com