Terms and Conditions

Last Updated: September 14, 2026

These Terms and Conditions (“Terms”) form a binding legal agreement between you (“you”, “User") and OpenField LLC (“OpenField”, “we”, “us”, “our”), governing your access to and use of the OpenField platform (the “Platform”), including all websites, applications, tools, services, and content provided by us. By accessing or using the Platform, you agree to all provisions herein. If you do not agree, you may not access or use the Platform.

1. Acceptance and Modification

1.1 Agreement to Terms

By registering for an account, clicking “I Agree,” or otherwise using the Platform, you represent and warrant that you have read, understood, and accepted these Terms, and you bind yourself legally.

1.2 Modifications to Terms

OpenField may amend or update these Terms at any time. We will notify you of material changes via email or prominent notice on the Platform. Continued use after updates constitutes acceptance of the revised Terms.

2. Definitions

2.1 “User Content”

Means all content you upload, post, transmit, or submit to our Platform (e.g., biographies, photos, NIL proposals, messages, analytics).

2.2 “NIL”

Refers to Name, Image, Likeness.

2.3 “Subscription Services”

Refers to any paid tier or feature accessible only through recurring or one-time payment.

3. Eligibility & User Representations

3.1 Eligibility Requirements

• You must be at least 13 years old. If under 18, you must have a parent or legal guardian’s consent.
• Entities must be represented by legally authorized individuals.

3.2 User Representations & Warranties

You warrant that:

• The information you provide is accurate and complete and will remain current;
• You are not barred from using the Platform under applicable laws;
• You will comply with NCAA/NAIA/NJCAA or applicable state NIL laws.

4. Account Registration, Security, and Access

4.1 Account Setup

You must register an account to access most Platform features. You agree to provide accurate information and keep it updated.

4.2 Credential Security

You are responsible for maintaining the confidentiality of your login credentials. You must notify us immediately if your account is compromised.

4.3 Suspension or Termination

We may suspend or terminate your account at any time for violations of these Terms, security reasons, inactivity, or suspected abuse.

5. Services Description

5.1 Platform Purpose

OpenField provides a digital marketplace to facilitate connections for NIL deals, athlete discovery, and sponsorship opportunities.

5.2 Features May Include

• Athlete and business dashboards
• Profile search and discovery tools
• Messaging and notification systems
• NIL offer creation and management
• Engagement analytics and reporting
• Verified status and exposure tools

5.3 No Guaranteed Results

OpenField does not guarantee NIL deals, revenue, exposure, partnerships, or message responses. Your outcomes depend solely on your own efforts and actions of independent third parties.

6. NIL Agreements & Disclaimers

6.1 Independent Transactions

All NIL agreements are negotiated directly between users. OpenField plays no fiduciary role and does not act as agent, broker, or representative, unless explicitly agreed in writing.

6.2 User Responsibility

Users must verify counterparties, comply with applicable NIL and tax regulations, and manage agreements independently.

6.3 Release & Indemnity

You release OpenField from any liability arising from NIL transactions, and you agree to indemnify us and defend against any claims, losses, or disputes related to NIL agreements.

7. Payments, Subscriptions, and Refund Policy

7.1 Payment Processing

Payments are processed by Stripe. You agree to comply with Stripe’s terms and conditions:

https://stripe.com/legal

7.2 Subscription Terms

Subscriptions may auto-renew. You authorize recurring billing and accept full responsibility for managing cancellations.

7.3 Non-Refundable Payments

All payments, including subscriptions and donations, are final and non-refundable unless otherwise required by law.

8. Donations & Voluntary Contributions

8.1 Voluntary Giving

Donations are voluntary, non-refundable, and used at our discretion to fund operations and platform improvements.

8.2 Disclosure of Use

Where applicable, we will disclose percentage allocations to operations or specific programs.

9. User Content & Conduct

9.1 Ownership & License Grant

You retain ownership of User Content. By uploading, you grant OpenField a non-exclusive, worldwide, royalty-free, sublicensable license to use, reproduce, distribute, and display such content in connection with Platform operations.

9.2 Prohibited Content

Users may not post:

• Harassing or discriminatory content
• Fraudulent or deceptive materials
• Pornographic, violent, or illegal content
• Malware, spam, or unauthorized advertising

9.3 Enforcement

We may remove User Content or suspend accounts for violations, at our discretion.

10. Intellectual Property Rights

10.1 OpenField IP

All Platform IP—including software, designs, trademarks, and content—is owned by OpenField or licensors.

10.2 Authorized Use Restrictions

You may not copy, modify, distribute, reverse-engineer, or exploit Platform IP without our express permission.

11. Data Collection and Privacy

11.1 Privacy Policy

Our Privacy Policy at:

https://openfield.live/privacy

governs data practices and compliance. Use of the Platform implies your consent to its terms.

11.2 Types of Data Collected

Personal data (e.g., name, email), usage analytics, communication logs, technical metadata, and Stripe-managed transaction records.

11.3 Purpose of Data Use

Data is used to operate the Platform, improve services, send communications, enforce Terms, and comply with law.

12. Communications and Monitoring

12.1 Platform Messaging

Users must communicate professionally and for legitimate Platform purposes. Harassment or misuse is prohibited.

12.2 Monitoring Rights

OpenField may monitor, remove, or disclose content or communications that violate these Terms or applicable laws.

13. Third-Party Services & Links

13.1 Links to External Sites

The Platform may include links to third-party services. These are provided for your convenience only.

13.2 No Endorsement

OpenField does not control, endorse, or assume liability for third-party content, services, or privacy practices.

14. Suspension, Termination, and Effects

14.1 Termination by OpenField

We may suspend or terminate your access for breaches, violations, or at our discretion.

14.2 Voluntary Termination

You can terminate your account at any time. No refunds will be issued for unused services.

14.3 Consequences of Termination

Your access to Platform features ends immediately. OpenField may delete or retain your data subject to law and Privacy Policy.

15. Warranties & Disclaimers

15.1 “As Is” Provision

The Platform is provided “as is,” “as available,” with no warranties of any kind.

15.2 Disclaimed Warranties

OpenField disclaims all express or implied warranties, including merchantability, fitness for a particular purpose, title, accuracy, reliability, non-infringement, or uninterrupted service.

16. Limitation of Liability

TO THE EXTENT PERMITTED BY APPLICABLE LAW, OPENFIELD LLC AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, CONTRACTORS AND LICENSORS SHALL NOT BE LIABLE UNDER ANY THEORY (INCLUDING CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) FOR:

• INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, CONSEQUENTIAL OR PUNITIVE DAMAGES;
• LOSS OF USE, REVENUE, PROFITS, DATA, GOODWILL, BUSINESS OPPORTUNITY, OR AVAILABILITY;
• ANY DAMAGES ARISING OUT OF YOUR USE OR INABILITY TO USE THE PLATFORM, NIL TRANSACTIONS, CONTENT OR TECHNICAL FAILURES.

IN NO EVENT SHALL OUR AGGREGATE LIABILITY EXCEED THE GREATER OF:

• THE TOTAL AMOUNTS PAID BY YOU TO OPENFIELD IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR
• ONE HUNDRED U.S. DOLLARS (US $100).

This limitation is essential to the allocation of risk between parties and would not apply but for this clause.

17. Indemnification

You agree to indemnify, defend, and hold harmless OpenField and its personnel from any third-party claim, demand or damages, including legal fees and costs, arising from:

• Your violation of these Terms;
• Your use of the Platform;
• Any NIL agreements involving you;
• Any User Content you post;
• Your violation of third-party rights or applicable law.

18. Governing Law & Dispute Resolution

18.1 Governing Law

These Terms are governed by the laws of the State of Arizona, without regard to conflict-of-law principles.

18.2 Venue

Any disputes shall be adjudicated exclusively in state or federal courts in Maricopa County, Arizona. Each party irrevocably submits to jurisdiction and venue.

19. Miscellaneous

19.1 Severability

If any provision is held invalid or unenforceable, the remainder remains in full effect.

19.2 No Waiver

Failure to enforce any provision is not a waiver of rights.

19.3 Assignment

You may not assign these Terms without prior written consent. OpenField may assign these Terms without restriction.

19.4 Entire Agreement

These Terms (with applicable policies) constitute the entire agreement between you and OpenField regarding the subject matter herein.

20. How to Accept the Terms

Clickwrap Consent: You affirm acceptance by clicking “I Agree.”

Browsewrap Consent: Use or access to the Platform implies agreement.

21. Notices and Contact

Legal Notices and Inquiries:

Email:

Info@openfield.live