TERMS AND CONDITIONS

Date of Last Revision: April 28, 2026

These Terms and Conditions (these “Terms”) govern the consulting, evaluation, recruiting
guidance, educational, and media exposure services provided by Next Level Xposure, a Florida
Limited Liability Company (the “Company”), to the client identified in the applicable order
form, service agreement, enrollment form, invoice, online checkout, or other engagement
document (the “Client”). By executing an order form or service agreement, completing
enrollment, submitting payment, or otherwise using the Company’s services, the Client agrees to
be bound by these Terms.

If the Client is a parent or legal guardian enrolling or paying on behalf of a minor student-athlete,
such parent or legal guardian represents and warrants that they have full authority to bind
themselves and the student-athlete to these Terms, and all references to “Client” in these Terms
shall include both the student-athlete and the enrolling parent or legal guardian, as applicable.

1. Parties, Scope, and Acceptance
1.1 Parties
The Company provides recruiting-related consulting and advisory services to student-athletes
and their families. The Client is the student-athlete and, where applicable, the parent or legal
guardian who purchases or uses the services.
1.2 Acceptance of Terms
The Client accepts these Terms by:
1. Signing or electronically accepting an order form, proposal, enrollment form, or service
agreement referencing these Terms;
2. Registering for, purchasing, or using any Company service; or
3. Paying any invoice, deposit, or fee for Company services.
1.3 Additional Documents
These Terms are incorporated into and made part of any applicable order form, service package
description, invoice, statement of work, or online registration completed by the Client. In the
event of a direct conflict between these Terms and a separately signed written agreement
between the parties, the signed written agreement shall control solely with respect to the subject
matter of that conflict.

2. Definitions
“Advisory Services” means the consulting, evaluation, educational, strategic planning, media
exposure, and related support services offered by the Company, including services related to
college athletics recruiting and general education regarding NIL opportunities.
“Student-Athlete” means the high school athlete or prospective college athlete for whose benefit
the Advisory Services are purchased or provided.
“Deliverables” means any written evaluations, recruiting plans, educational materials, strategy
documents, checklists, reports, recommendations, media guidance, profile suggestions,
communication templates, or other work product provided by the Company.
“Third-Party Platforms” means social media platforms, recruiting databases, video hosting
services, communication tools, website providers, payment processors, and similar third-party
systems used in connection with the Advisory Services.
“NIL” means Name, Image, and Likeness activities, opportunities, agreements, promotions, and
related matters involving a student-athlete’s personal publicity rights, subject to applicable law,
school policy, conference rules, and athletic association regulations.
3. Services Provided
3.1 Nature of Services
The Company may provide one or more of the following Advisory Services, as selected by the
Client or included in the applicable service package:
- Athletic and recruiting profile evaluation;
- Film review and feedback;
- Recruiting education for student-athletes and families;
- Recruiting strategy guidance and planning;
- Guidance on communications, outreach, and follow-up best practices;
- Media exposure guidance and content positioning suggestions;
- General advisory support concerning college recruiting pathways;
- General education regarding NIL concepts, positioning, branding considerations, and
   opportunity readiness; and
- Other non-agent consulting services expressly described in the applicable engagement
materials.
3.2 No Promise of Specific Scope Unless Purchased

The Company is obligated to provide only those services specifically included in the purchased
package, signed agreement, invoice, or written confirmation. Any additional services requested
by the Client may require a separate fee, revised scope, or written addendum.
3.3 Educational and Informational Nature
All Advisory Services are educational, consultative, and informational in nature. The Company
provides guidance based on experience, observations, and publicly available or Client-supplied
information, but does not guarantee that any recommendation will be suitable, successful, or
accepted by any coach, school, collective, brand, or third party.
4. Express Non-Agency Relationship
4.1 No Sports Agent or Recruiting Agent Relationship
The Company is not acting as a sports agent, athlete agent, recruiting agent, talent agent,
marketing agent, attorney, advisor with authority to negotiate on the Student-Athlete’s behalf, or
representative authorized to procure athletic scholarships, roster spots, admission, NIL deals,
endorsements, or paid opportunities.
4.2 No Authority to Act on Client’s Behalf
The Company shall have no authority to bind, commit, negotiate for, or enter into any agreement
on behalf of the Client or Student-Athlete with any college, university, coach, athletic
department, collective, sponsor, brand, media outlet, or other third party.
4.3 No Procurement Obligation
The Company does not procure or promise to procure recruitment, admission, scholarships,
roster positions, playing time, NIL compensation, sponsorships, endorsements, or similar
opportunities.
4.4 Client Retains Full Control
The Client retains sole responsibility for all decisions concerning recruiting, school selection,
communications, applications, athletics participation, admissions, financial aid, scholarship
decisions, NIL activities, and any agreements with third parties.
4.5 No Fiduciary Relationship
The relationship between the parties is a commercial service-provider relationship only. Nothing
in these Terms creates a fiduciary, agency, partnership, joint venture, brokerage, employment, or
similar relationship.

5. No Guarantee of Results
5.1 No Recruiting Guarantee
The Company does not guarantee that the Student-Athlete will receive interest from coaches,
recruiting communications, official or unofficial visits, admission offers, athletic scholarships,
roster opportunities, preferred walk-on status, or participation opportunities at any institution.
5.2 No NIL Guarantee
The Company does not guarantee that the Student-Athlete will receive NIL deals, endorsements,
sponsorships, collective opportunities, social media growth, revenue, compensation, or brand
partnerships.
5.3 No Exposure Guarantee
The Company does not guarantee media placements, social media reach, visibility, engagement,
rankings, camp invitations, event invitations, or third-party exposure outcomes.
5.4 Outcomes Depend on Many Factors
The Client acknowledges that recruiting and NIL outcomes depend on numerous factors outside
the Company’s control, including athletic performance, academics, character, health, eligibility,
market conditions, timing, geographic needs, institutional budgets, coaching changes, team roster
composition, competition, rules changes, and third-party decision-making.
6. Client Responsibilities
6.1 Accurate Information
The Client shall provide complete, current, and accurate information requested by the Company,
including athletic history, academic information, contact details, video materials, statistics,
honors, schedules, social media information, and other materials relevant to the Advisory
Services.
6.2 Timely Cooperation
The Client shall respond in a timely manner to requests for information, scheduling, approvals,
feedback, and materials. Delays by the Client may affect service quality, timing, and outcomes.
6.3 Compliance with Rules and Policies

The Client is solely responsible for understanding and complying with all applicable laws, school
rules, district policies, conference rules, athletic association regulations, college recruiting rules,
and NIL-related restrictions applicable to the Student-Athlete.
6.4 Independent Decision-Making
The Client shall independently evaluate all recommendations and is solely responsible for any
action or inaction taken in response to Company advice, suggestions, or educational materials.
6.5 Conduct
The Client shall act professionally and lawfully in all interactions with the Company and third
parties. The Company may suspend or terminate services for abusive, threatening,
discriminatory, unlawful, or harassing behavior.
7. Eligibility, Admissions, and Compliance Disclaimer
7.1 No Eligibility Certification
The Company does not determine, certify, or guarantee athletic eligibility, amateur status,
transfer eligibility, admissions eligibility, academic qualification, NCAA eligibility center
clearance, NAIA eligibility, junior college eligibility, or any similar status.
7.2 No Admissions Counseling
Unless expressly stated in writing, the Company does not provide college admissions counseling,
test-preparation services, immigration advice, financial aid counseling, or scholarship application
services.
7.3 Rules May Change
The Client acknowledges that recruiting and NIL rules, institutional policies, conference rules,
state laws, and athletic association guidance may change at any time, including with retroactive
or immediate effect, and such changes may impact advice previously provided.
8. NIL-Specific Disclaimer
8.1 Educational Guidance Only
Any NIL-related services are limited to general education, strategy considerations, visibility
guidance, personal brand positioning, and readiness support. The Company is not providing legal
representation, tax advice, financial advice, securities advice, or licensed agent services.
8.2 No Negotiation or Representation

Unless separately authorized under a distinct written agreement that complies with applicable
law, the Company will not negotiate NIL agreements, solicit compensation on behalf of the
Student-Athlete, or represent the Student-Athlete in NIL transactions.
8.3 Independent Review Recommended
The Company recommends that the Client obtain independent legal, tax, and financial advice
before entering into any NIL, endorsement, sponsorship, licensing, collective, or compensation
arrangement.
8.4 Institutional Approval and Reporting
The Client is solely responsible for any required school, conference, association, or platform
approvals, disclosures, reporting, and policy compliance related to NIL activities.
9. Media, Exposure, and Publicity Services
9.1 Exposure Assistance
The Company may provide media and exposure assistance, including suggestions for highlight
videos, social media presentation, profile development, communications strategy, and other
visibility-enhancing efforts.
9.2 No Editorial or Platform Control
The Company does not control the decisions, algorithms, editorial standards, content moderation,
account access, visibility, or publication practices of any Third-Party Platform, media outlet,
ranking service, or recruiting service.
9.3 Client Responsibility for Public Content
The Client is solely responsible for reviewing and approving all public-facing content before
publication or distribution, unless the Client independently posts or disseminates such content
without prior review.
9.4 Reputation and Public Response
The Company is not responsible for comments, reactions, publicity outcomes, reputational
effects, online engagement levels, or third-party responses resulting from public exposure efforts.
10. Fees; Billing; Payment Terms
10.1 Fees

The Client shall pay the fees set forth in the applicable order form, invoice, service package,
website checkout, or other written pricing communication issued by the Company.
10.2 Payment Terms
Unless otherwise stated in writing, all fees are due in advance of service delivery. If installment
billing is offered, the Client shall make each payment by the due date specified by the Company.
10.3 Late Payments
If any payment is not received when due, the Company may, without limiting any other rights or
remedies:
1. Suspend performance of services;
2. Withhold Deliverables; and/or
3. Cancel scheduled meetings or consultations.
10.4 No Contingent Compensation
Fees are charged for time, expertise, educational resources, and consulting services rendered, and
are not contingent on recruiting outcomes, admissions decisions, athletic offers, scholarships, or
NIL opportunities.
10.5 Taxes
The Client is responsible for any sales, use, or similar taxes imposed on the services (if
applicable), excluding taxes based on the Company’s net income.
11. Refunds; Cancellations; Rescheduling
11.1 General Refund Policy
Except as otherwise expressly stated in a signed writing, all fees paid are non-refundable once
services have commenced, scheduling has occurred, Deliverables have been prepared, or
consulting time has been reserved.
11.2 Deposits
Any deposit paid to reserve services, meetings, package availability, or priority scheduling is
non-refundable unless the Company cancels the engagement and is unable to reschedule within a
commercially reasonable period.
11.3 Client Cancellation

If the Client cancels services after purchase, the Company may retain amounts attributable to
work performed, time reserved, administrative costs, and non-recoverable expenses, with any
remaining refund, if any, determined in the Company’s reasonable discretion and subject to the
written refund policy applicable to the purchased package.
11.4 Rescheduling
The Company may require reasonable advance notice for rescheduling meetings, evaluations, or
consultations. Missed appointments or late cancellations may be forfeited and deemed used.
11.5 Subscription or Ongoing Services
If services are billed on a recurring basis, the Client must cancel before the next billing date in
accordance with the Company’s stated cancellation procedures. Amounts already billed are non-
refundable except as required by law or expressly stated in writing.
12. Term and Termination
12.1 Term
These Terms begin on the earlier of the Client’s acceptance or first use of the services and
continue until the completion of the purchased services or earlier termination in accordance with
these Terms.
12.2 Termination by Company
The Company may suspend or terminate services immediately upon written notice if:
1. The Client fails to pay any amount when due;
2. The Client breaches these Terms;
3. The Client provides false, misleading, or incomplete information;
4. The Client engages in abusive, unlawful, unethical, or harmful conduct; or
5. Continued performance would, in the Company’s reasonable judgment, create legal,
regulatory, reputational, or operational risk.
12.3 Termination by Client
The Client may terminate future services by written notice, but termination shall not relieve the
Client of payment obligations for services already rendered, time already reserved, expenses
incurred, or non-refundable fees.
12.4 Effect of Termination
Upon termination:

1. The Client’s right to receive further services shall cease;
2. All unpaid amounts shall become immediately due and payable;
3. The Company may stop work and disable access to non-delivered materials; and
4. Sections intended by their nature to survive termination shall survive, including payment,
disclaimers, limitations of liability, indemnification, confidentiality, intellectual property,
dispute resolution, and governing law provisions.
13. Intellectual Property
13.1 Company Materials
The Company retains all right, title, and interest in and to its methods, processes, frameworks,
templates, forms, training materials, educational content, presentations, written resources,
branding, graphics, videos, website content, and other proprietary materials, whether created
before or during the engagement.
13.2 Limited License to Client
Subject to full payment of all fees, the Company grants the Client a limited, non-exclusive, non-
transferable, revocable license to use Deliverables solely for the Client’s personal, non-
commercial use in connection with the Student-Athlete’s recruiting process.
13.3 Restrictions
The Client shall not, without the Company’s prior written consent:
1. Copy, reproduce, sell, sublicense, distribute, publish, or commercially exploit Company
materials;
2. Remove proprietary notices;
3. Share paid content with other athletes, families, organizations, or businesses; or
4. Use Company materials to create competing services or derivative works.
13.4 Client Materials
The Client retains ownership of materials provided by the Client, including video, photographs,
statistics, and personal information, subject to the licenses granted under these Terms.
14. License to Use Client Content
14.1 Service-Delivery License

The Client grants the Company a non-exclusive, royalty-free, worldwide license during the term
to use, reproduce, display, modify, transmit, and distribute Client-provided materials solely as
reasonably necessary to perform the Advisory Services.
14.2 Publicity Consent for Exposure Services
To the extent the Client purchases or participates in exposure-related services, the Client grants
the Company permission to use the Student-Athlete’s name, image, likeness, biographical
information, highlights, statistics, and related content for the limited purpose of providing the
agreed services, including profile creation, promotional submissions, social content preparation,
or similar activities approved by the Client.
14.3 Revocation
The Client may revoke future publicity use by written notice, but such revocation shall not apply
to content already published, submitted, produced, or distributed before the Company has had a
reasonable opportunity to process the revocation.
14.4 Client Warranties Regarding Content
The Client represents and warrants that the Client has all rights, permissions, and consents
necessary to provide materials to the Company and to authorize the Company’s permitted use of
such materials under these Terms.
15. Confidentiality
15.1 Confidential Information
Each party may receive non-public information of the other party, including personal data,
evaluations, pricing, business methods, account credentials, or strategic information, that should
reasonably be understood to be confidential (Confidential Information).
15.2 Obligations
Each party shall:
1. Use Confidential Information only as necessary for the purposes of the engagement;
2. Protect Confidential Information using reasonable care; and
3. Not disclose Confidential Information to third parties except as permitted by these Terms
or required by law.
15.3 Exclusions
Confidential Information does not include information that:

1. Is or becomes publicly available through no wrongful act;
2. Was lawfully known without restriction before disclosure;
3. Is lawfully received from a third party without breach of duty; or
4. Is independently developed without use of the other party’s Confidential Information.
15.4 Permitted Disclosures
The Company may disclose Confidential Information to employees, contractors, service
providers, and professional advisors who have a need to know such information for service
delivery and who are subject to appropriate confidentiality obligations.
16. Privacy and Data Practices
16.1 Collection and Use of Information
The Company may collect, use, store, and process personal information provided by the Client
for purposes of delivering services, communicating with the Client, processing payments,
maintaining records, improving services, and complying with legal obligations.
16.2 Sensitive and Minor Information
The Client acknowledges that the Student-Athlete may be a minor and that the enrolling parent
or legal guardian is responsible for providing all necessary consents relating to the collection,
use, and disclosure of the Student-Athlete’s information.
16.3 Third-Party Providers
The Company may use Third-Party Platforms and service providers for scheduling, payments,
communications, file storage, analytics, and related operational functions. The Company is not
responsible for the independent privacy or security practices of such third parties.
16.4 Security
The Company will use commercially reasonable measures to protect personal information in its
possession, but no system or transmission method is completely secure, and the Company does
not guarantee absolute security.
17. Communications Consent
17.1 Service Communications
The Client consents to receive communications from the Company by email, phone, text
message, video conference, direct message, and other reasonable communication methods

regarding scheduling, service updates, reminders, invoices, account matters, and delivery of
services.
17.2 Electronic Records and Signatures
The Client agrees that electronic signatures, click-through acceptance, emailed approvals, and
electronic records shall have the same force and effect as original signatures and paper records,
to the extent permitted by law.
18. Third-Party Services and Links
18.1 Third-Party Relationships
The Company may suggest or interface with third-party tools, camps, events, platforms, media
providers, videographers, trainers, or educational resources. Any relationship, transaction, or
dispute between the Client and a third party is solely between the Client and that third party
unless the Company expressly agrees otherwise in writing.
18.2 No Responsibility for Third Parties
The Company is not responsible for the acts, omissions, services, eligibility decisions,
admissions decisions, pricing, data practices, content standards, availability, or performance of
any third party.
19. Disclaimers of Warranties
19.1 Services Provided As Is
To the maximum extent permitted by law, the Advisory Services and all Deliverables are
provided on an as is and as available basis.
19.2 No Additional Warranties
The Company disclaims all warranties, whether express, implied, statutory, or otherwise,
including any implied warranties of merchantability, fitness for a particular purpose, title, non-
infringement, accuracy, availability, or results.
19.3 Professional Judgment
Any evaluations, rankings, projections, or recommendations reflect subjective professional
judgment and may differ from the views of coaches, schools, media outlets, scouts, collectives,
brands, or other advisors.
20. Limitation of Liability

20.1 Exclusion of Certain Damages
To the maximum extent permitted by law, the Company shall not be liable for any indirect,
incidental, consequential, special, exemplary, punitive, or similar damages, including lost
opportunities, lost scholarships, lost NIL income, lost profits, reputational harm, emotional
distress, or data loss, arising out of or relating to these Terms or the services, even if advised of
the possibility of such damages.
20.2 Liability Cap
To the maximum extent permitted by law, the total aggregate liability of the Company arising
out of or relating to these Terms or the services shall not exceed the total amount of fees actually
paid by the Client to the Company for the specific services giving rise to the claim during the
twelve-month period preceding the event giving rise to the claim.
20.3 Basis of the Bargain
The parties acknowledge that the disclaimers and limitations in these Terms are a material basis
of the bargain and that the Company would not provide the services on the same terms without
them.
21. Indemnification
21.1 Client Indemnity
The Client shall defend, indemnify, and hold harmless the Company and its owners, officers,
directors, employees, contractors, agents, successors, and assigns from and against any and all
third-party claims, demands, actions, proceedings, losses, liabilities, damages, judgments,
settlements, penalties, fines, costs, and expenses, including reasonable attorneys’ fees, arising out
of or related to:
1. The Client’s breach of these Terms;
2. Any false, inaccurate, or misleading information supplied by the Client;
3. The Client’s violation of law, school policy, athletic rules, or third-party rights;
4. Client-provided content or materials;
5. The Student-Athlete’s recruiting, admissions, athletic participation, or NIL activities; or
6. The Client’s use or misuse of the services or Deliverables.
21.2 Company Control of Defense
The Company may assume exclusive control of the defense and settlement of any matter subject
to indemnification, and the Client shall reasonably cooperate at the Client’s expense.

22. Dispute Resolution
22.1 Good-Faith Negotiation
Before filing any formal claim, the parties shall first attempt in good faith to resolve the dispute
through informal discussions for at least sixty (60) days after written notice of the dispute is
delivered.
22.2 Venue and Forum
Any dispute arising out of or relating to these Terms or the services that is not resolved
informally shall be brought exclusively in the state or federal courts located in the State of
Florida, and each party irrevocably submits to the personal jurisdiction and venue of such courts.
22.3 Injunctive Relief
Notwithstanding the foregoing, the Company may seek temporary, preliminary, or permanent
injunctive or equitable relief in any court of competent jurisdiction to protect its confidential
information, intellectual property, or other proprietary rights.
22.4 Waiver of Jury Trial
To the extent permitted by law, each party knowingly and irrevocably waives any right to trial by
jury in any action or proceeding arising out of or relating to these Terms or the services.
23. Governing Law
23.1 Governing Law
These Terms and any dispute arising out of or relating to these Terms or the services shall be
governed by and construed in accordance with the laws of the State of Florida, without regard to
its conflict of laws principles.
24. Force Majeure
24.1 Excused Performance
The Company shall not be liable for any delay or failure in performance caused by events
beyond its reasonable control, including acts of God, weather events, natural disasters,
epidemics, pandemics, labor disputes, utility failures, internet outages, platform failures,
governmental actions, civil disturbances, war, terrorism, or other force majeure events.
25. Notices

Any notice required or permitted under these Terms shall be given by email, certified mail,
nationally recognized courier, or personal delivery to the contact information provided by the
applicable party, or to such updated contact information as either party may later designate in
writing.
26. Miscellaneous
26.1 Independent Contractors
The parties are independent contractors. Nothing in these Terms shall be construed to create an
agency, partnership, joint venture, employment, or franchise relationship.
26.2 Assignment
The Client may not assign or transfer any rights or obligations under these Terms without the
Company’s prior written consent. The Company may assign these Terms to an affiliate,
successor, purchaser, or acquirer of substantially all of its business or assets.
26.3 Severability
If any provision of these Terms is held invalid, illegal, or unenforceable, the remaining
provisions shall remain in full force and effect, and the invalid provision shall be modified or
interpreted to the minimum extent necessary to make it enforceable while preserving its intent as
closely as possible.
26.4 Waiver
No waiver of any breach or default shall be deemed a waiver of any preceding or subsequent
breach or default. Any waiver must be in writing and signed by the party against whom
enforcement is sought.
26.5 Entire Agreement
These Terms, together with any applicable order form, enrollment form, invoice, statement of
work, privacy policy, or other written service document incorporated by reference, constitute the
entire agreement between the parties with respect to the subject matter hereof and supersede all
prior or contemporaneous understandings, communications, and representations relating to that
subject matter.
26.6 Amendments
Except as otherwise expressly permitted herein, these Terms may be amended only by a written
instrument or electronic update issued by the Company. Updated Terms shall apply

prospectively upon notice to the Client, provided that no material change shall apply
retroactively to a previously purchased fixed-scope service package without the Client’s consent.
26.7 Headings
Headings are for convenience only and shall not affect interpretation.
26.8 Construction
These Terms shall be construed fairly as to both parties and not strictly against the drafter. The
words include, includes, and including shall be deemed to be followed by without limitation.
27. Acknowledgment
27.1 Client Acknowledgment
By accepting these Terms, the Client acknowledges and agrees that:
1. The Company is not acting as an agent or attorney for the Client or Student-Athlete;
2. The Company does not guarantee recruiting, admissions, scholarship, roster, exposure, or
NIL results;
3. The Client is solely responsible for compliance with applicable athletic, academic,
institutional, legal, and NIL-related requirements;
4. Any NIL-related guidance is educational only and is not legal, tax, or financial advice;
5. The Client has had the opportunity to ask questions and review these Terms before
acceptance; and
6. The Client agrees to be legally bound by these Terms.

28. Signature and Acceptance

28.1 Acceptance by Client
The undersigned Client acknowledges that they have read, understood, and agree to these Terms
and Conditions.

CLIENT:
Student-Athlete Name: _______________

Signature: _________________________
Date:

PARENT/LEGAL GUARDIAN (if Student-Athlete is under 18):
Parent or Guardian Name: _______________

Signature: _________________________
Date:
Relationship to Student-Athlete: _________________________