Terms of Service

1. Acceptance of these Terms

These Terms of Service ("Terms") form a binding agreement between you ("you" or "User") and VICTEVO Holdings, Inc., a Delaware corporation ("VICTEVO," "we," "us," or "our"). By accessing or using VictevoSports.com and the VICTEVO platform (collectively, the "Services"), you agree to these Terms and to our Privacy Policy. If you do not agree, do not use the Services.

If you submit the access form to request gated content, you must also accept (a) our Mutual Non-Disclosure Agreement and (b) our Privacy Policy. These three documents together govern your access to gated content.

If you are using the Services on behalf of a company, partnership, fund, or other entity ("Entity"), you represent that you have authority to bind that Entity, and "you" includes that Entity.

2. About VICTEVO

VICTEVO is a performance-intelligence company for athletes. We measure the gap between an athlete's current performance and the top professional tier in their sport, and we engineer the plan, technology, and proof that closes it. The Services present this work and support access requests from athletes, coaches, teams, organizations, investors, strategic partners, advisors, and other authorized parties.

The platform handles athlete profile data, team rosters, performance and baseline data, coach interest signals, and meeting requests. Users include athletes (including minors), coaches, teams, organizations, and scouts.

3. Your account and access

Account registration. To use gated or authenticated features, you must create an account and provide accurate, current information. Authentication is managed by Clerk, Inc. You are responsible for maintaining the confidentiality of your credentials. Notify us immediately at hello@victevo.com if you suspect unauthorized access.

Public layer. Anyone may visit and read the public pages.

Investor and partner gate. Investor and strategic-partner content is gated behind a signup form. To request access, you must: (a) provide your legal name, email, and optionally the entity on whose behalf you are accessing; (b) agree to our Mutual Non-Disclosure Agreement; (c) agree to these Terms; and (d) agree to our Privacy Policy. Access is granted when you sign the NDA.

Minor users. Users under 18 may only use the Services with the verifiable consent of a parent or legal guardian. Users under 13 may not directly register for the platform; only a parent, legal guardian, or authorized coach may create a profile record for a user under 13. See our Privacy Policy Section 10 for full details on youth data handling.

We may revoke access at any time and for any reason, including breach of these Terms, breach of the NDA, suspected misrepresentation, or for no reason at all.

4. Permitted use

You may use the Services only for lawful purposes and only as expressly permitted by these Terms.

You may: read and download Site content for your own personal or internal-Entity evaluation of VICTEVO; share public-layer content; discuss public-layer content publicly without restriction; use authenticated platform features for their stated purposes.

You may NOT, and may not enable any third party to: access gated content without completing the signup, NDA, and policy-acceptance flow; reverse-engineer or extract source code or proprietary logic from the Services; use automated tools at a frequency or volume not consistent with normal human browsing; probe or test the vulnerability of the Services without prior written authorization; interfere with the Services' operation or security; impersonate any person or misrepresent your affiliation; transmit unlawful, harmful, or infringing content; remove any copyright, trademark, watermark, or proprietary marking; republish gated content outside the scope expressly permitted by the NDA; or submit false or misleading information through any form or access gate.

We may suspend or terminate your access for any actual or suspected violation, with or without notice.

5. Intellectual property

The Services, and all content on them, are owned by VICTEVO Holdings, Inc., or our licensors, and are protected by United States and international copyright, trademark, and other intellectual-property laws.

"VICTEVO," the VICTEVO mark, "The data knows who you can be.," "Every athlete deserves a number.," "The athlete in the data.," and any other VICTEVO names, logos, taglines, and slogans are trademarks or service marks of VICTEVO Holdings, Inc.

Except as expressly permitted in Section 4 and in the NDA, no license or right is granted to you in any VICTEVO intellectual property. All rights not expressly granted are reserved.

User content. By submitting content through the Services (including athlete profile information, performance data, and uploaded photos), you grant VICTEVO a limited, non-exclusive, royalty-free license to store, display, and use that content solely to provide and improve the Services. You retain all ownership rights in your content. We do not sell or license your content to third parties except as set forth in the Privacy Policy.

6. Confidentiality and the NDA

Content on the gated layer is confidential. Your access is governed by these Terms (general site use), the Privacy Policy (your personal information), and the signed Mutual Non-Disclosure Agreement (confidentiality of VICTEVO's information). To the extent of any conflict between these Terms and the NDA regarding confidentiality, the NDA controls.

Gated content is watermarked with your name, the date of signing, and a unique document identifier.

7. Data practices and AI

Your use of the Services is subject to our Privacy Policy, which is incorporated into these Terms by reference.

VICTEVO uses automated systems (including Personal Digital Manager Marlowe and the VICTEVO Chief of Staff automated features) for coaching guidance, content generation, and platform operations. Outputs from these automated systems are advisory. Final decisions — including training plans, recruitment outreach, and profile approvals — are reviewed by a human before they reach an athlete or coach. We do not use AI for solely automated decisions that produce legal or similarly significant effects on you.

8. No payment processing in V1

The Services in their current V1 state do not include payment processing. No purchases, subscriptions, or financial transactions are processed through the platform. This section will be updated when payment functionality is added.

9. Disclaimer of warranties

THE SERVICES AND ALL CONTENT ON THEM ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND. VICTEVO DISCLAIMS ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, AND QUIET ENJOYMENT.

Forward-looking statements in the Services (including product roadmap, growth projections, and timelines) are estimates, not commitments, and are subject to material change.

AI-generated coaching guidance and performance analysis outputs are advisory and not a substitute for professional athletic coaching, medical advice, or clinical judgment.

10. Limitation of liability

TO THE FULLEST EXTENT PERMITTED BY LAW: (a) IN NO EVENT WILL VICTEVO OR ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES; (b) VICTEVO'S AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES WILL NOT EXCEED ONE HUNDRED U.S. DOLLARS ($100.00).

11. Indemnification

You will indemnify, defend, and hold harmless VICTEVO, its directors, officers, employees, and agents from and against any third-party claim arising out of: (a) your use of the Services in violation of these Terms; (b) your violation of any law or third-party right; (c) your breach of the NDA or the Privacy Policy; (d) any content you submit through the Services; or (e) any misrepresentation you make in connection with accessing the Services.

12. Governing law and dispute resolution

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. Any dispute arising out of or relating to these Terms will be brought exclusively in the Court of Chancery of the State of Delaware or, where that court lacks subject matter jurisdiction, in the Superior Court of Delaware or the United States District Court for the District of Delaware. You and VICTEVO each irrevocably consent to personal jurisdiction and venue in those courts and waive any objection that they are an inconvenient forum. To the fullest extent permitted by law, you and VICTEVO each waive any right to a jury trial.

13. Termination

We may suspend or terminate your access at any time, with or without notice and with or without cause. Sections 5, 6, 7, 9, 10, 11, 12, and 15 survive termination. The NDA's term and survival provisions are independent of these Terms and continue per the NDA's own terms.

14. Changes to these Terms

We may revise these Terms from time to time. The revised version takes effect when posted. If we make a material change, we will note the new effective date and notify users who have completed the gate form by email where practicable. Your continued use of the Services after the effective date constitutes acceptance of the revised Terms.

15. Miscellaneous

Entire agreement. These Terms, together with the Privacy Policy and any executed NDA, constitute the entire agreement between you and VICTEVO regarding your use of the Services.

No waiver. Failure to enforce any provision is not a waiver.

Severability. If any provision is held unenforceable, the remaining provisions remain in full force.

Assignment. You may not assign these Terms without VICTEVO's prior written consent. VICTEVO may assign these Terms freely.

Export. You agree to comply with all applicable export control laws and regulations in connection with your use of the Services.

Notices. Notices to VICTEVO must be sent to hello@victevo.com or by mail to VICTEVO Holdings, Inc., 8 The Green, Suite A, Dover, DE 19901.

16. Contact