Terms of Service
Effective date: April 3, 2023
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE PLATFORM
These terms and conditions (the "Terms and Conditions" or "Terms") are a legal agreement between you ("You") and MyGamePlan, a limited liability company organised under Belgian law having its registered office at Oosterhemstraat 2, 3000 Leuven("MyGamePlan", "us" or "we") governing your use of the MyGamePlan Platform.
We license the use of the Platform to You on the basis of these Terms and Conditions and, with regard to the mobile App, subject to any rules or policies applied by any app marketplace or operator from whose site You downloaded the App. We do not sell the Platform to You. We remain the sole and exclusive owners of the Platform at all times.
IMPORTANT NOTICE:
BY USING THE PLATFORM, (i) YOU AGREE TO THESE TERMS AND CONDITIONS WHICH WILL BIND YOU AND (ii) YOU REPRESENT THAT YOU ARE LEGALLY QUALIFIED TO ENTER INTO THIS AGREEMENT. THESE TERMS AND CONDITIONS INCLUDE, IN PARTICULAR AND BY INCORPORATION, THE PRIVACY AND COOKIES POLICIES REFERRED TO IN THESE TERMS.
IF YOU DO NOT AGREE TO THESE TERMS AND CONDITIONS, YOU MUST NOT USE THE PLATFORM.
It is agreed as follows:
1. Definitions and interpretation
For the purpose of this Agreement, the following terms shall have the following meaning :
"Agreement" Shall mean these Terms, the Order Form, the Data Processing Agreement and their schedules.
"Club(s)" Shall means a professional soccer team whose data are analysed through the Platform.
"Club Platform" Shall mean the version of the Platform that is made available to Clubs that have subscribed to the Services. The Club Platform is further described on the Website.
"Cookie Policy" Shall mean the cookie policy of MyGamePlan as made available on the Website
"Data Protection Agreement"
Shall mean the data processing agreement setting forth the conditions under which MyGamePlan may process personal data. The Data Processing Agreement is available at www.mygameplan.ai/dpa
“Data Protection Legislation” Shall mean (a) Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/ and (b) all other applicable laws and regulations relating to or impacting on the processing of personal data and privacy enacted in the countries where the data originated from and/or is processed.
“Effective Date” Shall have the meaning ascribed to it in the Order Form.
“Force Majeure” Circumstances beyond the control of a Party and that could not reasonably have been foreseen as applied under Belgian law, and that prevent the total or partial carrying out of any obligation under this Agreement or any agreement or document further thereto, including strikes, a failure of the telecommunications network, power surges and a Force Majeure event within the meaning of this Agreement preventing a supplier of the MyGamePlan to comply with its contractual obligations towards the Customer.
“License” Has the meaning set forth in Article 3 below.
"Order Form" Means the order form as made available on the Website further to which the You can request access to the Platform and use the Services.
"Platform" Means the technical platform used for the analysis of soccer games as is further described in the Order Form. The Platform consists either of (i) the Club Platform, in case You subscribe as a Club or (ii) or the Player App in case You subscribe as a Player.
"Platform Terms" Means the terms and conditions as set forth in this document.
"Player" Means an individual soccer player who has subscribed to the Platform. Players agree to use the Platform solely for their professional or semi-professional activities.
"Player App" or "App" Means the mobile app of MyGamePlan as made available by MyGamePlan via an app marketplace and as is further described on the Website.
"Privacy Policy" Means the privacy policy of MyGamePlan as made available on the Website via the following link https://www.mygameplan.ai/privacy-policy
"Results" Means the output of the Platform when performing a predictive analysis on the strategy of clubs (as further indicated on the Website) and players on the basis of Source Data.
“Service” Means the services described in the Order Form including, the making available of the Platform, the provision of support services and the provision of Results. A Service will only include such tasks, items or features that are explicitly mentioned in the Order Form.
"Source Data" Means the data on the basis of which MyGamePlan provides the Services. The Source Data is licensed by a third party to MyGamePlan.
"Website" Shall mean the following website https://www.mygameplan.ai/
“Workday” All days of the week, except for Saturdays, Sundays and official national holidays.
1. SUBJECT MATTER
This Agreement sets forth the general terms and conditions pursuant to which MyGamePlan will supply to You and You will obtain from MyGamePlan the Services. This Agreement will apply to all Services.
2. USAGE RIGHTS AND INTELLECTUAL PROPERTY RIGHTS
2.1 General
The Services are granted by MyGamePlan to You under a right of use as expressly set forth in this Agreement and the Order Form. Nothing herein will be interpreted or construed as a sale, transfer or assignment of the Services, or of any MyGamePlan Intellectual Property Right. You will have no right in or to the Services, except as expressly granted herein, and MyGamePlan retains all Intellectual Property Rights in and to the Services.
You will take appropriate steps and precautions for the protection of the Services. Without limiting the generality of the foregoing, You will prevent any use, possession, knowledge, examination, copying, disclosure, or other similar activity involving any part of the Services that is not expressly authorized by this Agreement (“Unauthorized Use”) and immediately notify MyGamePlan in writing of any Unauthorized Use that comes to Your attention. You agree to take all steps reasonably necessary to terminate any Unauthorized Use.
2.2 MyGamePlan Intellectual Property Rights
MyGamePlan is the owner or licensee of all Intellectual Property Rights necessary to license the Platform in accordance with the terms of this Agreement. You understand that the Source Data are licensed to MyGamePlan by a third party provider.
2.3 Right of Use
(a) Right to use the Services
MyGamePlan hereby grants to You, for the duration of this Agreement, a limited, worldwide, non-exclusive, non-transferable, royalty bearing right of use, without right of sublicense, to access and use the Services under the conditions and limitations set forth in the Order Form.
(b) Restrictions
You may not use the Services in any manner that could damage, disable, overburden, or impair servers, networks or other devices running, or connected to, the Services. Except as otherwise explicitly provided in the Agreement or as may be expressly permitted by applicable law, You will not, and will not permit or authorize users and/or third parties to: (a) reproduce, modify, translate, enhance, decompile, disassemble, reverse engineer, create derivative works of any part of the Services and translate or otherwise seek to obtain or derive the source code, underlying ideas, algorithms or non-public APIs to the Platform; (b) modify the source code of the Services;
(c) rent, lease, or sublicense the Services; (d) use the Services on a service bureau or application service provider basis; (e) provide, divulge, disclose, or make available to, or permit the use of the Services by any third party; (f) use the Services to build competitive products; nor (g) circumvent or disable any technological features or measures in the Services.
You may not publish any benchmark or comparison information regarding the Services without the prior written consent of MyGamePlan. You will neither alter nor remove any copyright notice or other proprietary rights notices that may appear on any part of the Services, unless otherwise agreed upon between the Parties. You will at all times comply with all applicable laws, statutes, ordinances, and regulations in connection with its use of the Services.
You will be responsible for its users’ compliance with this Agreement and any other use of the Services.
(c) Intellectual Property Rights on Feedback
To the extent You send or transmit any communications, comments, questions, suggestions, or related materials to MyGamePlan, whether by letter, e-mail, telephone, or otherwise (“Feedback”), suggesting or recommending changes to the Services, including, without limitation, new features or functionality relating thereto, You agree to assign and hereby assigns all right, title and interest in and to such Feedback to MyGamePlan. You will execute any papers required by MyGamePlan to perfect such rights.
2.4 Account Creation
(a) For Clubs
Following the Effective Date, You will provide MyGamePlan with the user details (the "User Details") of the Club's staff members who need to have access to the Platform (the "User"). Further thereto, MyGamePlan will create the User accounts on the Platform and provide the User concerned with the account credentials (Users' IDs and passwords). The User is requested to change such credentials immediately and keep such credentials strictly confidential.
The Club will be responsible for any actions taken through its User accounts and ensures that all Users will comply with this Agreement and any applicable laws when using the Services. The obligations set forth herein will apply mutatis mutandis to the Users.
(b) For Players
For Players, the account creation procedure will take place in accordance with the instructions indicated in the Player App.
3. OBLIGATIONS OF THE PARTIES
3.1 General
Each party agrees to cooperate reasonably and in good faith with the other party in the performance of this Agreement.
To the extent relevant, each party agrees that its respective employees and agents will reasonably and in good faith cooperate with each other in a professional and courteous manner in the performance of their duties under this Agreement. Either party may suspend performance hereunder immediately upon written notice should the other party’s employees or agents fail to act accordingly.
3.2 Obligations of MyGamePlan
(a) Provision of the Services
MyGamePlan will deliver the Services in accordance with the terms of the Agreement.
(b) Manner of Performance
MyGamePlan will use reasonable care and judgment to provide the Services in accordance with the terms of this Agreement, including the specific obligations set forth in the Schedules.
(c) Limitations
MyGamePlan uses best efforts to provide the Services within the limits set forth herein. It cannot be held liable for the incorrect or untimely performance of the Services or the accuracy of the Results, in particular, but without limitation, if such incorrect or untimely performance was caused in whole or in part by (i) Your failure to comply with its contractual obligations or provide inaccurate data, or (ii) by an event of force majeure.
3.3 Your Obligations
(a) You will:
(i) not use the Services in a manner that would harm third parties or MyGamePlan, their rights, assets or interests;
(ii) not share Your access credentials to the Platform with any third party;
(iii) fulfil all of Your obligations and responsibilities under the Agreement;
(iv) provide all necessary support and respond to any reasonable request by MyGamePlan in relation to the delivery of Services in accordance with the Agreement (incl. reasonable access to Your materials, systems, personnel or other resources as reasonably necessary for MyGamePlan's provision of Services);
(v) use the Services in accordance with the specific instructions communicated by MyGamePlan from time to time whereby the use of Services constitutes Your acceptance of the applicable instructions;
(vi) use the Services only in accordance with the usage conditions as specified by MyGamePlan;
(vii) obtain and maintain appropriate telecommunication facilities as to allow to access and use the Services. MyGamePlan will not be liable for any issues relating to Your telecommunication equipment or telecommunication lines nor will it be liable for any of Your telecommunication’s costs;
(b) To the extent You are a Club, You ensure that Your users strictly comply with all the obligations set forth in this Agreement.
4. DATA PROTECTION
4.1 Processing of personal data
As part of the Services, MyGamePlan will process personal data. Such personal data will be processed in accordance with Applicable Data Protection Legislation and, to the extent MyGamePlan would process personal data for and on behalf of Clubs, such personal data will be processed in accordance with the Data Processing Agreement.
To the extent that You are a Player, Your personal data will be processed in accordance with Privacy and Cookie Policy of MyGamePlan.
4.2 Compliance obligations of Clubs as regards User Details
You warrant that You have obtained all necessary rights and permissions (i) to submit, transfer and upload the User Details to the Platform and (ii) to grant to MyGamePlan the rights set forth in the Agreement. At the first request of MyGamePlan, You shall indemnify and hold harmless MyGamePlan (including attorney's fees) from and against any and all claims, damage, losses and expenses (including court costs and attorneys’ fees) arising out of or resulting from, and shall, at MyGamePlan’s option, defend MyGamePlan and/or intervene at your own costs in any proceedings against any action by a third party against MyGamePlan in connection with the non-compliance by You with this obligation.
5. SECURITY
Either party will take appropriate technical and organizational measures in accordance with industry standards to protect the confidentiality, integrity and availability of data and systems related to the performance the Services. These measures should protect against unauthorised or unlawful processing of data and against accidental loss or destruction of, or damage to, data.
MyGamePlan will maintain appropriate administrative, physical, and technical safeguards to protect the security, confidentiality and integrity of its infrastructure as provided under Schedule 1.
6. TERM AND TERMINATION
6.1 Term
This Agreement enters into force on the Effective Date and will remain in effect for the term as set forth in the Order Form.
6.2 Termination
(a) Termination for Convenience
During the Initial Term, either Party may terminate this Agreement at any time via registered mail subject to a notice period of at least one 1 months.
In addition thereto, during the initial term, You are entitled to terminate the Agreement by providing at least on month prior notice to MyGamePlan if MyGamePlan fails to meet all Key Performance Indicators as specified in the Order Form.
In any case and without prejudice to the foregoing, such notice of termination will only become effective on the first day of the month following the date upon which the notice became effective.
(b) Termination for Cause
Either Party may terminate this Agreement by registered mail, without any prior recourse to the court and without any further notice, if the other Party :
(i) materially and repeatedly fails to perform any of its obligations under this Agreement concerned, and such failure is not substantially rectified within twenty (20) Workdays after written notice from the other Party to the failing Party reasonably specifying the nature of the failure;
(ii) files for bankruptcy, is declared bankrupt, is being wound up or has become insolvent.
MyGamePlan may terminate this Agreement by registered mail, without any prior recourse to the court and without any further notice, if You default in the timely payment of any amount due to MyGamePlan pursuant to this Agreement and do not cure such default within 25 Workdays after being given written notice by MyGamePlan, such notice specifying the termination date.
7. SUSPENSION
To the extent that MyGamePlan deems that You fail to respect the terms as set forth herein and provided that You fail to rectify such non-compliance within 5 Workdays following a notice of default thereto, MyGamePlan retains the right to suspend the provision of the Services.
You may suspend any payment for a Service only if it demonstrates that MyGamePlan failed to materially perform any of its obligations and give MyGamePlan prior notice thereof by registered mail. In any event, the amount of the suspended payment shall only relate to that part of the Services or the License concerned.
8. PRICES, INVOICING AND PAYMENT
8.1 Prices and Invoices
The charges for the Services are specified in the Order Form and will be invoiced under the conditions set forth therein.
Unless stipulated otherwise, MyGamePlan’s invoices to You shall be due after fourteen (14) days as from the invoice date. You shall accept electronic invoices if MyGamePlan wishes to issue such invoices and informs You thereof in advance.
If, after having received a prior written notice from MyGamePlan and provided that You have not submitted a written and substantiated protest within 15 days after having received the invoice, all amounts due and payable which are not or only partially paid on the due date:
(a) late payment interests will automatically accrue in accordance with the Belgian Act of 2 August 2002 on combatting late payments; and/or
(b) MyGamePlan will be entitled to suspend the Services until all amounts due and payable including any late payment interests have been received.
8.2 Taxes
Unless otherwise stated, fees do not include any taxes, levies, duties or similar governmental assessments of any nature, including but not limited to value-added, sales, use or withholding taxes, assessable by any local, state, provincial, federal or foreign jurisdiction (collectively, “Taxes”).
To the extent that any such taxes or duties are payable by MyGamePlan, You must pay to MyGamePlan the amount of such taxes or duties in addition to any fees owed under this Agreement.
You will pay all fees net of any applicable withholding taxes. Parties will work together to avoid any withholding tax if exemptions, or a reduced treaty withholding rate, are available. If MyGamePlan qualifies for a tax exemption, or a reduced treaty withholding rate, MyGamePlan will provide You with reasonable documentary proof. You will provide MyGamePlan reasonable evidence that the sum withheld or deducted have been paid to the relevant authority.
9. CONFIDENTIAL INFORMATION
9.1 General
“Confidential Information” means any information in any format disclosed or made available by or on behalf of a Party to the other Party in respect of this Agreement, except for information that is:
(a) already in the public domain other than by a breach of this Agreement;
(b) rightfully received from a third party not in breach of any obligations of confidentiality;
(c) independently developed by any employees or agents of one Party without access to the confidential information of the other Party;
(d) proven to be already known to the receiving party at the time of disclosure;
(e) produced in compliance with applicable law or a court order, provided that the receiving Party first gives the disclosing Party reasonable notice of such law or order and an opportunity to object to and/or attempt to limit such disclosure.
9.2 Obligations of Confidentiality
Each Party shall treat Confidential Information as strictly confidential, shall not disclose or make it available to third parties without the prior written consent of the other Party and shall only use it in connection with the performance of this Agreement.
Each Party shall only disclose and make available Confidential Information to those of its employees, agents and subcontractors who are involved in the performance of this Agreement and provided that they are subject to the same obligation of confidentiality as that set forth in this Article. Such disclosure shall always be on a strict “need-to-know” basis.
9.3 Legally Required Disclosure
In the event either Party is required to disclose, pursuant to a judicial order, a requirement of a governmental agency or by operation of law, any Confidential Information provided to it by the other party then such party will provide the other party written notice of any such requirement immediately after learning of any such requirement, and take commercially reasonable measures to avoid or limit disclosure under such requirements and to obtain confidential treatment or a protective order and allow the other party to participate in the proceeding. Any disclosure will be the minimum disclosure as recommended by a Party’s legal counsel and no disclosure will remove the obligations of confidentiality to any remaining Confidential Information nor permit any other disclosure of the Confidential Information in other circumstances.
9.4 Return of Confidential Information
Upon written request by either party hereto, the other party will promptly return or destroy all documents and other tangible materials representing the requesting party’s Confidential Information and all copies thereof, except for any archived materials that are required to be retained by law or that are not easily retrievable from secured archival systems, or records created in the ordinary course of business that are kept by a party and used only for contract compliance and enforcement purposes subject to continuing obligations of confidentiality.
9.5 Public communication as regards the cooperation between the Parties
Either Party shall be entitled to make public the existence of this Agreement, provided that it informs the other Party of its intention to do so in advance.
9.6 Survival
This Article shall survive the termination of this Agreement for a period of twelve (12) months.
10. WARRANTIES AND LIABILITY
10.1 Warranties
MyGamePlan shall make all reasonable efforts to perform its obligations under this Agreement. MyGamePlan makes no express or implied warranties in connection with the Services, including in particular the fitness for a particular purpose, merchantability or its compliance with any legal or regulatory requirements.
MyGamePlan does not assume any liability for the incorrectness or incompleteness of the Results and information that are provided by You or the Source Data. You attest and warrant that You will provide all relevant data and information necessary for the performance of the Services to MyGamePlan and that such data and information is free of errors.
MyGamePlan warrants that it will use reasonable commercial efforts to ensure that the Services will be free of any viruses, malware or other harmful code but it assumes no responsibility for any harmful materials submitted by You.
10.2 Liability
Neither Party will be held liable for any consequential or indirect loss or damage suffered by the other Party, such as any loss of data, profits, revenue, turnover or any other financial or commercial losses, whether this loss or damage arises from a breach of contract or duty in tort.
Except for damages for which liability cannot be limited under mandatory law or damages resulting from wilful misconduct of MyGamePlan, the total aggregate liability of MyGamePlan under this Agreement, shall be limited to the amounts paid by You in the month prior to the event giving rise to the liability. For the purpose hereof, a series of related events shall constitute a single event. The foregoing limitation of liability shall not apply to damages resulting from third party claims against You for MyGamePlan's failure to comply with the data protection obligations as set forth in this Agreement.
For the purpose hereof, a series of related events shall constitute a single event. The foregoing limitation of liability shall not apply to damages resulting from third party claims against Clubs for MyGamePlan's failure to comply with the data protection obligations as set forth in this Agreement.
11. INSURANCE
Either Party shall have an adequate insurance against professional and civil liability in connection with the performance of this Agreement.
12. FORCE MAJEURE AND HARDSHIP
Events of Force Majeure shall relieve either Party, for so long as such event continues, from those of its obligations under this Agreement the performance of which has become impossible or impracticable, provided that such Party promptly notifies the other Party in writing describing the Force Majeure and immediately continues the performance of the obligations concerned when and to the extent that the Force Majeure is removed.
Neither Party shall be entitled to claim damages for any non-performance by the other Party of any of its contractual obligations resulting from an event of Force Majeure.
If an event of Force Majeure lasted one (1) month or if it is likely that it will last more than one (1) month, either Party may immediately terminate this Agreement as of right and without prior recourse to the court, by registered mail and without any compensation. In such case, MyGamePlan shall be entitled to obtain payment for any obligations performed or costs made with respect to future performances, and shall not be required to reimburse any amounts paid by You.
13. SUBCONTRACTING AND ASSIGNMENT
Subject to the Data Protection Agreement (with regard to the use of sub-processors), MyGamePlan is entitled to subcontract or assign this Agreement in whole or in part. You shall not subcontract or assign this Agreement without the prior, written and explicit consent of MyGamePlan, even when an assignment takes place by virtue of a legal provision.
14. SEVERABILITY
If any provision of this Agreement is or becomes illegal, invalid or unenforceable, that shall not affect the legality, validity or enforceability of any other provision of it. Such illegal, invalid or unenforceable provision shall then, to the extent permissible by law, be replaced in good faith by such a provision which best reflects the purpose and contents of the illegal, invalid or unenforceable provision.
15. WAIVER
No failure on the part of a Party to exercise, and no delay in its exercise of, any right, power, privilege under this Agreement shall operate as a waiver thereof. No single or partial exercise by a Party of any right, power or privilege thereunder shall preclude any other further exercise thereof or the exercise of any other right, power or privilege.
16. ENTIRE AGREEMENT
This Agreement constitutes the entire and sole agreement between the Parties with respect to the subject matter of this Agreement concerned and entirely supersedes any prior oral or written proposals, representations, agreements, commitments, presentations, calculation models, understandings or communications with respect to the subject matter of this Agreement concerned. By signing this Agreement, You explicitly decline the applicability of your own general terms and conditions. Either Party acknowledges that it has not entered into this Agreement on the basis of a representation that is not explicitly mentioned in this Agreement.
17. NOTICES
All notices are to MyGamePlan are to be sent to the following address info@mygameplan.ai.
18. AMENDMENTS
MyGamePlan may change these Terms and Conditions at any time by notifying you of a change when you next start the App or by email. The new Terms may be displayed on-screen and you may be required to read and accept them to continue your use of the Platform or Services.
19. APPLICABLE JURISDICTION
This Agreement is construed in accordance with and shall be governed by Belgian law only.
In the event of a dispute, the Parties shall first aim to reach an amicable settlement. If no settlement is arrived at within forty-five (45) days as from the invitation thereto by the most diligent Party, then the dispute shall be adjudicated by the Courts of Leuven. The foregoing shall be without prejudice to the right, though without obligation, of MyGamePlan to seize an ordinary Court of jurisdiction to obtain an order for the payment of overdue invoices.
20. COOKIES
We employ the use of cookies. By accessing MyGamePlan, you agreed to use cookies in agreement with the MyGamePlan BV's Privacy Policy.
Most interactive websites and mobile applications use cookies to let us retrieve the user’s details for each visit. Cookies are used by our website and mobile application to enable the functionality of certain areas to make it easier for people visiting our website or mobile application. Some of our affiliate/advertising partners may also use cookies.