Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and Bringabag, Inc., its affiliates, successors, and assigns ("Bringabag," "Company," "we," "us," or "our"), governing your access to and use of the BringaBag.golf website, the Bringabag mobile application, and all related services, features, content, and functionality (collectively, the "Service").

BY CREATING AN ACCOUNT, CLICKING "I AGREE," DOWNLOADING, INSTALLING, ACCESSING, OR OTHERWISE USING THE SERVICE IN ANY MANNER, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND OUR PRIVACY POLICY, WHICH IS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE, YOU MUST NOT ACCESS OR USE THE SERVICE.

These Terms include, among other things, a mandatory, binding arbitration provision and class action waiver in Section 17, which affect your legal rights. Please read that section carefully.

2. Description of the Service

Bringabag provides a golf-focused mobile and web platform offering, among other things: (a) course information, handicap and performance tracking tools; (b) course partnership, membership, matchmaking, and loyalty program features; (c) a virtual, closed-loop loyalty currency known as "Caddy Cash"; and (d) related community, content, and merchant-partner features (collectively, the "Service").

The Service, and the features available to any individual User, may vary by region, course partner, subscription tier, and platform, and may be added, modified, or discontinued at any time as described in Section 19.

3. Eligibility

To create an account and use the Service, you must be at least eighteen (18) years of age and capable of forming a binding contract. The Service is not directed to, and we do not knowingly permit account registration by, individuals under the age of eighteen (18). A parent or legal guardian who holds an account may, at our sole discretion and subject to additional terms, permit a minor to use certain features under direct parental supervision and control; in such cases, the parent or guardian remains fully responsible for all activity, all charges, and compliance with these Terms. By using the Service, you represent and warrant that you meet these eligibility requirements and that all registration information you provide is accurate, current, and complete.

4. Account Registration and Security

You must register for an account to access most features of the Service. You agree to: (a) provide accurate, current, and complete information; (b) maintain and promptly update such information; (c) maintain the confidentiality of your login credentials; (d) be solely responsible for all activities that occur under your account, whether or not authorized by you; and (e) immediately notify us of any unauthorized use of your account or any other breach of security. We are not liable for any loss or damage arising from your failure to safeguard your credentials. We reserve the right to suspend or terminate any account that we reasonably believe is fraudulent, duplicative, or in violation of these Terms.

5. No Gambling; Nature of Prizes and Incentives

BRINGABAG IS NOT A GAMBLING PLATFORM, AND NO FEATURE OF THE SERVICE CONSTITUTES ILLEGAL GAMBLING, WAGERING, BOOKMAKING, OR A LOTTERY UNDER APPLICABLE LAW.

Any skill-based contests, matches, leaderboards, tournaments, or prize-linked features offered through the Service are designed and administered as games of skill, with outcomes determined predominantly by the relative golf skill, handicap performance, or score of participants, and not by chance. Where the Service offers prize pools, incentive pools, or similar features that are backed by insurance-wrapped or MGA-administered risk transfer arrangements, such arrangements are structured to operate as skill contests with indemnified prize funding, and are not offers to bet or wager within the meaning of state or federal gambling statutes. Nothing in the Service is intended to, and nothing in these Terms should be construed to, facilitate, offer, or accept any bet or wager on the outcome of a golf event, contest, or any other future occurrence, except where and to the extent expressly authorized under a separately disclosed, jurisdiction-specific licensed program, if any, which will be governed by supplemental terms.

You agree that you will not use the Service to operate, facilitate, or participate in any unlawful gambling, wagering, or bookmaking activity, and that you are solely responsible for determining whether your participation in any contest or incentive feature is lawful in your jurisdiction of residence.

6. Caddy Cash Virtual Currency and Loyalty Program

"Caddy Cash" is a proprietary, closed-loop virtual loyalty currency usable solely within the Service for the redemption of goods, services, discounts, or features that we or our course and merchant partners make available from time to time. Caddy Cash has no cash value outside the Service, is not legal tender, is not redeemable for cash except where we expressly state otherwise in writing, and is not a deposit, security, commodity, or stored-value instrument for purposes of state money-transmission law except to the extent we expressly design and license a specific feature as such.

• Promotional Caddy Cash: Caddy Cash awarded to you at no cost (e.g., as a bonus, reward, or promotional credit) is granted subject to revocation, expiration, and forfeiture at our sole discretion and has no redemption value for cash under any circumstance.
• Purchased Caddy Cash: Caddy Cash you purchase with real currency, if and where such purchases are offered, is subject to the specific purchase terms presented to you at the time of purchase, including any applicable expiration, non-transferability, and refund limitations.
• We may set, adjust, or discontinue earning rates, redemption values, expiration periods, and margins applicable to Caddy Cash at any time, subject to applicable law.

We reserve the right to freeze, reduce, or eliminate any Caddy Cash balance that we reasonably believe was obtained through fraud, abuse, a violation of these Terms, or a technical or pricing error, and to correct any such error retroactively.

7. Fees, Subscriptions, and Payments

Certain features of the Service require payment of fees, including subscription or membership fees, in-app purchases, and course-partner charges. All fees are stated in U.S. dollars unless otherwise indicated and are exclusive of applicable taxes, which you are responsible for paying. Subscriptions automatically renew for successive periods equal to the initial subscription term unless you cancel prior to the renewal date through your account settings or the applicable app store. Except where required by law or expressly stated in a specific offer, all fees are non-refundable. We use third-party payment processors to process payments and do not store full payment card numbers on our own servers. You authorize us and our payment processors to charge your designated payment method for all applicable fees.

8. Intellectual Property; License Grant

The Service, including all software, text, graphics, logos, trademarks (including "Bringabag" and "Caddy Cash"), design elements, and all content provided by us or our licensors (excluding User Content, defined below), is the exclusive property of Bringabag, Inc. and its licensors and is protected by U.S. and international copyright, trademark, patent, trade secret, and other intellectual property laws. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Service for your personal, non-commercial use.

No other rights are granted, and all rights not expressly granted are reserved by Bringabag, Inc.

9. User Content and Conduct

"User Content" means any scores, statistics, photos, videos, reviews, comments, or other content you submit to the Service. You retain ownership of your User Content, but you grant Bringabag, Inc. a worldwide, royalty-free, sublicensable, transferable, perpetual license to host, store, use, reproduce, modify, display, and distribute your User Content in connection with operating and promoting the Service. You represent that you own or have all necessary rights to the User Content you submit and that it does not infringe or violate any third party's rights or any applicable law.

10. Prohibited Conduct

You agree not to, and not to permit any third party to:

• Violate any applicable federal, state, local, or international law or regulation;
• Use the Service for any unlawful gambling, wagering, or bookmaking purpose, or to circumvent Section 5;
• Submit false, fraudulent, or manipulated scores, handicaps, or performance data;
• Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service;
• Use any automated system, bot, scraper, or data-mining tool to access the Service;
• Interfere with or disrupt the integrity or performance of the Service or its underlying infrastructure;
• Impersonate any person or entity or misrepresent your affiliation with any person or entity;
• Upload viruses, malware, or other harmful code;
• Harass, threaten, or abuse other Users, course partners, or BringaBag personnel;
• Use the Service to infringe any intellectual property, privacy, or publicity right of any person; or
• Engage in any activity that could subject BringaBag or its partners to civil or criminal liability.

We reserve the right to investigate and take appropriate legal action against anyone who violates this Section, including suspending or terminating access and referring matters to law enforcement.

11. Course Partners and Third-Party Services

The Service may facilitate access to golf courses, merchants, and other third parties ("Course Partners") and may link to or integrate third-party websites, applications, or services. Bringabag, Inc. does not control and is not responsible for the products, services, policies, or conduct of any Course Partner or third party. Your dealings with any Course Partner, including payment, delivery, and dispute resolution, are solely between you and that Course Partner. Any purchase or use of a third-party product or service through the Service is subject to that third party's own terms and policies.

12. Location Data and Device Permissions

Certain features require access to your device's location services, camera, photo library, or other device functions. You may enable or disable such permissions through your device settings; disabling a permission may limit or disable related features. Our collection and use of location and other device data is further described in our Privacy Policy.

13. Privacy

Our collection, use, and disclosure of personal information in connection with the Service is governed by our Privacy Policy, which is incorporated into these Terms by reference.

14. Disclaimers of Warranties

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. BRINGABAG, INC. DOES NOT WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR THAT ANY HANDICAP, SCORING, LOCATION, OR OTHER DATA WILL BE ACCURATE OR COMPLETE. YOU ASSUME ALL RISK ASSOCIATED WITH YOUR USE OF THE SERVICE, INCLUDING ANY PHYSICAL ACTIVITY UNDERTAKEN IN CONNECTION WITH GOLF PLAY.

15. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BRINGABAG, INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR INABILITY TO ACCESS OR USE, THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT BRINGABAG, INC. HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF BRINGABAG, INC. ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE EXCEED THE GREATER OF (A) FIFTY U.S. DOLLARS ($50.00), OR (B) THE TOTAL AMOUNT YOU PAID TO BRINGABAG, INC. IN U.S. DOLLARS FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM. FOR THE AVOIDANCE OF DOUBT, THIS LIABILITY CAP IS STATED SOLELY IN U.S. DOLLARS, IS UNRELATED TO AND NOT MEASURED BY ANY CADDY CASH BALANCE, DENOMINATION, OR REDEMPTION VALUE, AND CADDY CASH ITSELF HAS NO CASH VALUE EXCEPT AS EXPRESSLY STATED IN SECTION 6.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES, SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, BRINGABAG, INC.'S LIABILITY WILL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

16. Indemnification

You agree to defend, indemnify, and hold harmless Bringabag, Inc., its officers, directors, employees, agents, licensors, and Course Partners from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (a) your use of and access to the Service; (b) your violation of any term of these Terms; (c) your violation of any third-party right, including any intellectual property, privacy, or publicity right; (d) any User Content you submit; or (e) any physical injury or property damage arising from your golf play or related activity, whether or not undertaken through the Service.

17. Dispute Resolution: Binding Arbitration and Class Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY TRIAL.

NO CLASS ACTIONS. YOU AND BRINGABAG, INC. EACH AGREE THAT NO CLASS ACTION, CLASS ARBITRATION, PRIVATE ATTORNEY GENERAL ACTION, OR OTHER REPRESENTATIVE OR CONSOLIDATED PROCEEDING MAY BE BROUGHT OR MAINTAINED BY YOU AGAINST BRINGABAG, INC., OR BY BRINGABAG, INC. AGAINST YOU, IN ANY FORUM, WHETHER IN ARBITRATION OR IN COURT. YOU AND BRINGABAG, INC. MAY BRING CLAIMS AGAINST EACH OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE ANY RIGHT TO PARTICIPATE AS A PLAINTIFF, CLASS REPRESENTATIVE, OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING AGAINST BRINGABAG, INC., INCLUDING ANY SUCH PROCEEDING PENDING AS OF THE EFFECTIVE DATE OF THESE TERMS.

17.1 Agreement to Arbitrate

Except as set forth in Section 17.5 below, you and Bringabag, Inc. agree that any dispute, claim, or controversy arising out of or relating to these Terms, the Service, or the relationship between you and Bringabag, Inc. (collectively, "Disputes") will be resolved solely by binding, individual arbitration, and not in a class, representative, or consolidated action or proceeding. You and Bringabag, Inc. agree to waive any right to a jury trial.

17.2 Arbitration Rules and Procedure

The arbitration will be administered by the American Arbitration Association ("AAA") under its Consumer Arbitration Rules (or, if applicable, its Commercial Arbitration Rules) then in effect, as modified by this agreement. The arbitration will be conducted by a single arbitrator and will take place in Miami-Dade County, Florida, unless you and Bringabag, Inc. agree otherwise, or, at your election if you qualify under the applicable AAA consumer rules, by telephone, videoconference, or based on written submissions. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

17.3 Class Action and Jury Trial Waiver

YOU AND BRINGABAG, INC. AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN AN INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. UNLESS BOTH PARTIES AGREE OTHERWISE IN WRITING, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

17.4 Opt-Out Right

You may opt out of this arbitration agreement by sending written notice of your decision to opt out to the address in Section 27, postmarked within thirty (30) days of the date you first accepted these Terms. Your notice must include your name, account email address, and a clear statement that you wish to opt out of arbitration. If you opt out, neither you nor Bringabag, Inc. will be required to arbitrate Disputes, but all other provisions of these Terms, including the venue and governing law provisions in Section 18, will continue to apply.

17.5 Exceptions

Notwithstanding the foregoing, either party may bring an individual action in small claims court, and either party may seek injunctive or other equitable relief in a court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of a party's intellectual property or confidentiality rights.

17.6 Severability of Arbitration Provisions

If any portion of this Section 17 is found to be unenforceable or unlawful, that portion will be severed, and the remainder of this Section 17 will be given full force and effect. If a court or arbitrator determines that the class action waiver in Section 17.3 is unenforceable as to a particular claim or request for relief, that claim or request must be severed from the arbitration and brought in the courts identified in Section 18, and all other claims will remain subject to arbitration.

18. Governing Law; Venue

These Terms and any Dispute not subject to arbitration under Section 17 (or arising after a valid opt-out) will be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict-of-laws principles. Subject to the arbitration agreement in Section 17, you and Bringabag, Inc. agree that the exclusive jurisdiction and venue for any Dispute not subject to arbitration will be the state and federal courts located in Miami-Dade County, Florida, and you and Bringabag, Inc. each irrevocably consent to the personal jurisdiction of such courts and waive any objection to venue in such courts, including on the basis of forum non conveniens.

19. Modification of These Terms

WE RESERVE THE RIGHT, IN OUR SOLE AND ABSOLUTE DISCRETION, TO MODIFY, AMEND, OR REPLACE THESE TERMS AT ANY TIME, FOR ANY REASON, WITHOUT PRIOR NOTICE TO YOU, EXCEPT AS OTHERWISE REQUIRED BY APPLICABLE LAW.

Any such modification will be effective immediately upon our publication of the revised Terms on BringaBag.golf or within the Bringabag application, with the "Effective Date" at the top of these Terms updated accordingly. It is your sole responsibility to review these Terms periodically for changes. Your continued access to or use of the Service after any modification constitutes your acceptance of, and agreement to be bound by, the modified Terms. If you do not agree to a modification, your sole remedy is to stop using the Service and, where applicable, close your account. Where applicable law requires us to provide notice or obtain affirmative consent to a particular change (for example, a material change to the arbitration provision or to fees already paid), we will provide such notice or obtain such consent as required.

20. Term and Termination

These Terms remain in effect while you use the Service. We may suspend or terminate your access to the Service, in whole or in part, at any time, with or without cause, and with or without notice. You may terminate your account at any time by following the instructions in the application or by contacting us. Upon termination, your right to use the Service will immediately cease, and Sections 5 through 27 (and any other provision that by its nature should survive termination) will survive.

21. Copyright Complaints (DMCA)

If you believe that content available through the Service infringes your copyright, you may submit a notice pursuant to the Digital Millennium Copyright Act to our designated agent at the contact information in Section 27, including: (a) a description of the copyrighted work; (b) a description of the allegedly infringing material and its location; (c) your contact information; (d) a statement of good-faith belief that the use is unauthorized; and (e) a statement, under penalty of perjury, that the notice is accurate and that you are authorized to act on behalf of the copyright owner.

22. Force Majeure

Bringabag, Inc. will not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including acts of God, natural disaster, weather, epidemic or pandemic, war, terrorism, riot, labor conditions, governmental action, and internet, telecommunications, or utility disruptions.

23. Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without our prior written consent. We may assign or transfer these Terms, in whole or in part, without restriction, including in connection with a merger, acquisition, reorganization, or sale of assets.

24. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.

25. Entire Agreement; No Waiver

These Terms, together with our Privacy Policy and any supplemental terms applicable to specific features, constitute the entire agreement between you and Bringabag, Inc. regarding the Service and supersede all prior or contemporaneous agreements, communications, and proposals, whether oral or written. Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

26. Electronic Communications

You consent to receive communications from us electronically, including through in-app notifications, email, and postings on the Service, and you agree that such electronic communications satisfy any legal requirement that such communications be in writing.

27. Notices and Contact Information

All legal notices to Bringabag, Inc. must be sent in writing to:

Notices to you may be sent to the email address or in-app contact information associated with your account.