THIS DURABLE ATHLETE PROGRAM AGREEMENT (the "Agreement") is entered into by and between The Throwing Doctor, LLC ("Company") and the parent or legal guardian executing this Agreement ("Client," "you," or "your"). The minor child identified by Client in connection with this Agreement (the "Participant") will receive the services described herein but is not a party to this Agreement. Company and Client may be referred to herein collectively as the "Parties" and individually as a "Party." Client represents and warrants that he or she is the legal parent or guardian of the Participant and has full authority to enter into this Agreement on the Participant’s behalf.

By signing this Agreement when the option is made available to you, you accept and agree to be bound and abide by the terms of this Agreement as of the date you click your acceptance (the "Effective Date"). You additionally represent that you have the authority to enter into this Agreement and be bound by this Agreement. If you do not wish to be bound by this Agreement, the Participant may not use the Services.

WHEREAS, The Throwing Doctor, LLC is in the business of providing injury-prevention programs, ongoing messaging support, educational resources, and one free clarity call and Client desires to obtain such services from The Throwing Doctor, LLC.

NOW, THEREFORE, in consideration of the mutual covenants, terms and conditions set forth herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows:

The Throwing Doctor, LLC shall provide services for Participant as described in the Scope of Services ("Services"), attached hereto and made part hereof as Schedule A ("SOW"). The Throwing Doctor, LLC shall use reasonable efforts to meet any performance dates specified in the SOW, and any such dates shall be estimates only. Subject to Section 8, Client & Participant acknowledges that The Throwing Doctor, LLC makes no warranty regarding the results to be attained by using the Services.

Unless otherwise provided in the applicable SOW, the Services will be provided remotely, online, or through web-based or video conferencing software agreed to by the parties. The Throwing Doctor, LLC's only obligation with respect to equipment or technology is to provide Client access to the Durable Athlete Program available through Everfit Platform unless otherwise agreed to by the parties.

The Services may be delivered through or in conjunction with the Everfit App and Platform.

The Throwing Doctor, LLC will retain full ownership rights in and to all training plans, templates, tools, processes, methodologies, data, databases, strategies, know-how and other materials developed by The Throwing Doctor, LLC, or otherwise obtained or licensed from third parties by The Throwing Doctor, LLC, prior to or

independent of the performance of its obligations under this Agreement ("The Throwing Doctor, LLC Property"), regardless of whether such The Throwing Doctor, LLC Property is used in connection with The Throwing Doctor, LLC's performance of the Services.

The Throwing Doctor, LLC shall obtain, and at all times during the Term of this Agreement maintain, all necessary licenses,certifications and consents and comply with all relevant laws applicable to the provision of the Services.

1. Assumption of Risk. CLIENT AGREES AND ACKNOWLEDGES THAT
CLIENT'S USE OF THE SERVICES OR ANY PHYSICAL ACTIVITIES
OCCURRING THEREFROM MAY INVOLVE POTENTIALLY DANGEROUS
ACTIVITIES, INCLUDING WITHOUT LIMITATION PHYSICAL, MENTAL,
OR TECHNICAL EXERCISES, PRACTICES, OR TASKS UNDERTAKEN BY
CLIENT, REGARDLESS OF WHERE OR WHEN THE ACTIVITIES ARE
PERFORMED AND WHETHER OR NOT SUPERVISED BY THE
THROWING DOCTOR, LLC OR ANY OTHER PROFESSIONAL. SUCH
ACTIVITIES MAY GIVE RISE TO RISKS OF PERSONAL INJURY, PAIN,
SUFFERING, TEMPORARY OR PERMANENT DISABILITY, DEATH,
PROPERTY DAMAGE OR OTHER LOSS. CLIENT UNDERSTANDS THAT
THE THROWING DOCTOR, LLC DOES NOT CONTROL CLIENT'S
ENVIRONMENT, EQUIPMENT, CONDUCT, OR PHYSICAL CONDITION,
AND THAT ADDITIONAL RISKS MAY EXIST THAT ARE UNKNOWN OR
NOT REASONABLY FORESEEABLE. WITH FULL KNOWLEDGE OF
THESE RISKS, CLIENT KNOWINGLY AND VOLUNTARILY ASSUMES
ANY AND ALL RISKS ARISING OUT OF OR RELATED TO THE
SERVICES AND CLIENT'S IMPLEMENTATION OR USE THEREOF.

2. Healthcare Disclaimer. Client agrees and acknowledges that Client is solely
responsible for discussing the Services, as well as any and all lifestyle, diet,
exercise, and medical treatments with Client's physician before implementing any
changes or habits suggested by or inferred from the Services. The Services are not
meant as a substitute for any professional advice, including but not limited to
physical therapy, chiropractic, or otherwise medical advice. Client is solely
responsible for, and expressly releases The Throwing Doctor, LLC from, any
health or lifestyle related decisions made by Client in relation to Client's use of the
Services.

7. Payment Terms. Client shall pay all amounts due and owing under this Agreement ("Fees") in accordance with the payment schedule set forth in the SOW. All payments hereunder shall be in US dollars and made by electronic payment, as may be determined by The Throwing Doctor, LLC from time to time. Client authorizes The Throwing Doctor, LLC, or any third-party payment processor determined by The Throwing Doctor, LLC, to charge Client's debit or credit card or process other means of payment for the Fees during the Term. When purchasing the Services, Client agrees not to use an invalid or unauthorized payment method. If Client's payment method fails, The Throwing Doctor, LLC reserves the right to suspend the Services until The Throwing Doctor, LLC receives the payment in full. Client shall be responsible for all taxes associated with the Services other than U.S. taxes based on The Throwing Doctor, LLC's net income.

1. Limited Warranty. The Throwing Doctor, LLC warrants to Client that it shall perform the Services in a professional and workmanlike manner in accordance with commercially reasonable industry standards for similar services and shall devote adequate resources to meet its obligations under this Agreement. THE THROWING DOCTOR, LLC MAKES NO WARRANTY AS TO RESULTS TO BE ATTAINED BY PURCHASING OR USING THE SERVICES.

2. DISCLAIMER. EXCEPT FOR THE EXPRESS WARRANTY SET FORTH IN SECTION 8.1, THE THROWING DOCTOR, LLC MAKES NO WARRANTY WHATSOEVER REGARDING THE SERVICES, INCLUDING ANY (a) WARRANTY OF MERCHANTABILITY; (b) WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE; OR (c) WARRANTY AGAINST INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS OF A THIRD PARTY; WHETHER ARISING BY LAW, COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE OF TRADE, OR OTHERWISE. CLIENT ACKNOWLEDGES THAT IT HAS NOT RELIED ON ANY REPRESENTATION OR WARRANTY MADE BY THE THROWING DOCTOR, LLC, OR ANY OTHER PERSON ON THE THROWING DOCTOR, LLC'S BEHALF.

1. IN NO EVENT SHALL THE THROWING DOCTOR, LLC BE LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF, RELATING TO, AND/OR IN CONNECTION WITH ANY BREACH OF THIS AGREEMENT,

REGARDLESS OF (A) WHETHER SUCH DAMAGES WERE FORESEEABLE, (B) WHETHER OR NOT THE THROWING DOCTOR, LLC WAS ADVISED OF THE POSSIBILITY OF SUCH DAMAGES AND (C) THE LEGAL OR EQUITABLE THEORY (CONTRACT, TORT OR OTHERWISE) UPON WHICH THE CLAIM IS BASED.

2. IN NO EVENT SHALL THE THROWING DOCTOR, LLC'S AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER ARISING OUT OF OR RELATED TO BREACH OF CONTRACT (INCLUDING BREACH OF WARRANTY), TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EXCEED THE TOTAL OF THE AMOUNTS PAID TO THE THROWING DOCTOR, LLC FOR THE SERVICES PROVIDED UNDER THIS AGREEMENT IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

10. Confidentiality. From time to time during the Term of this Agreement, either Party (as the "Disclosing Party") may disclose or make available to the other Party (as the "Receiving Party") information about its business affairs, products/services, confidential intellectual property, trade secrets, third-party confidential information, and other sensitive or proprietary information, whether orally or in written, electronic or other form or media, and whether or not marked, designated or otherwise identified as "confidential" (collectively, "Confidential Information"). Confidential Information shall not include information that, at the time of disclosure: (i) is or becomes generally available to and known by the public other than as a result of, directly or indirectly, any breach of this 10 by the Receiving Party or any of its representatives; (ii) is or becomes available to the Receiving Party on a non-confidential basis from a third-party source, provided that such third party is not and was not prohibited from disclosing such Confidential Information; (iii) was known by or in the possession of the Receiving Party or its representatives prior to being disclosed by or on behalf of the Disclosing Party; (iv) was or is independently developed by the Receiving Party without reference to or use of, in whole or in part, any of the Disclosing Party's Confidential Information; or (v) is required to be disclosed pursuant to applicable federal, state, or local law, regulation or a valid order issued by a court or governmental agency of competent jurisdiction. The Receiving Party shall: (A) protect and safeguard the confidentiality of the Disclosing Party's Confidential Information with at least the same degree of care as the Receiving Party would protect its own Confidential Information, but in no event with less than a commercially reasonable degree of care; (B) not use the Disclosing Party's Confidential Information, or permit it to be accessed or used, for any purpose other than to exercise its rights or perform its obligations under this Agreement; and (C) not disclose any such Confidential Information

to any person or entity, except to the Receiving Party's representatives who need to know the Confidential Information to assist the Receiving Party, or act on its behalf, to exercise its rights or perform its obligations under this Agreement. The Receiving Party shall be responsible for any breach of this 10 caused by any of its representatives. The Disclosing Party may seek equitable relief (including injunctive relief) against the Receiving Party and its representatives to prevent the breach or threatened breach of this 10 and to secure its enforcement, in addition to all other remedies available at law. At any time during or after the term of this Agreement, at the Disclosing Party's written request, the Receiving Party and its representatives shall promptly return to the Disclosing Party all copies, whether in written, electronic, or other form or media, of the Disclosing Party's Confidential Information, or promptly destroy all such copies and certify in writing to the Disclosing Party that such Confidential Information has been destroyed.

Client shall indemnify and defend The Throwing Doctor, LLC and hold The Throwing Doctor, LLC harmless from and against any losses, claims, all types of damages and liabilities, and costs and expenses (including without limitation reasonable attorneys' fees) arising out of or relating to Client's use of the Services or Client's breach of any representation, warranty, covenant or obligation under this Agreement.

1. Term. This Agreement shall be effective as of the Effective Date and shall continue indefinitely unless otherwise terminated as provided for herein. (the "Term").

2. Termination. This Agreement may be terminated by The Throwing Doctor, LLC immediately in the event Client (i) is deemed to be in breach of its obligations hereunder, including, but not limited to, any failure to make payments when due; or (ii) has not otherwise performed or complied with any of the terms of this Agreement, in whole or in part. In the event of a termination of this Agreement, Client shall compensate The Throwing Doctor, LLC for all Services performed prior to termination. Client may terminate this Agreement in the event Consultant materially breaches an obligation hereunder and such breach is not remedied within thirty (30) days of written notice by Client. Sections 4, 7, 8, 9, 10, and 14 shall survive any termination of this Agreement. Any notice of termination under this Agreement automatically operates as a cancellation of any Services that are scheduled to take place subsequent to the effective date of termination.

The Durable Athlete Program membership may be cancelled at any time with no notice.

1. Governing Law. This Agreement and all related documents including all schedules attached hereto, and all matters arising out of or relating to this Agreement, are governed by, and construed in accordance with, the laws of the State of Texas, without regard to the conflict of laws provisions thereof to the extent such principles or rules would require or permit the application of the laws of any jurisdiction other than those of the State of Texas.

2. Subcontracting. The Throwing Doctor, LLC may subcontract the performance of any of its duties or obligations under this Agreement to any person or entity.

3. Force Majeure. The Throwing Doctor, LLC shall not be liable or responsible to Client, nor be deemed to have defaulted or breached this Agreement, for any failure or delay in fulfilling or performing any term of this Agreement when and to the extent such failure or delay is caused by or results from acts or circumstances beyond the reasonable control of The Throwing Doctor, LLC including, without limitation, acts of God, flood, fire, earthquake, explosion, governmental actions, war, terrorist threats or acts, riot, or other civil unrest, national emergency, lock-outs, strikes or other labor disputes (whether or not relating to either party's workforce), or restraints or delays affecting carriers or inability or delay in obtaining supplies of adequate or suitable materials, materials or telecommunication breakdown or power outage.

4. Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall be deemed to be one and the same agreement. A signed copy of this Agreement delivered by facsimile, email, or other means of electronic transmission shall be deemed to have the same legal effect as delivery of an original signed copy of this Agreement.

5. Further Assurances. Each of the parties hereto shall execute and deliver, at the reasonable request of the other party hereto, such additional documents, instruments, conveyances and assurances and take such further actions as such other party may reasonably request to carry out the provisions hereof and give effect to the transactions contemplated by this Agreement.

6. Integration. This Agreement, together with any other documents incorporated herein by reference and all related exhibits and schedules, constitutes the sole and entire agreement of the parties with respect to the subject matter of this Agreement, and supersedes all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the subject matter. In the event of any inconsistency between the statements in the body of this Agreement and the related exhibits and schedules, the statements in

the body of this Agreement shall control. The parties have not relied on any statement, representation, warranty, or agreement of the other party or of any other person on such party's behalf, including any representations, warranties, or agreements arising from statute or otherwise in law, except for the representations, warranties, or agreements expressly contained in this Agreement.

a) The Durable Athlete Program includes injury-prevention programs, ongoing messaging support, one free clarity call, and educational resources.

b) Client may elect to purchase additional services ("Add-On Services") at an additional cost, subject to availability and The Throwing Doctor, LLC approval.

a) $29 per month (free clarity call unlocked after 90 days)

b) OR $297 per year (free clarity call unlocked immediately)

a) Client acknowledges and agrees that the services provided under this Agreement are offered on a recurring subscription basis. Unless otherwise stated in writing, Client's subscription will automatically renew at the end of each billing cycle, and Client will be charged the applicable subscription fee using the payment method on file.

b) Client will continue to be charged on a recurring basis unless and until the subscription is canceled. To avoid further charges, Client must submit a cancellation request in accordance with the Company's cancellation procedures prior to the next billing date. Cancellation will take effect at the end of the current billing period unless otherwise specified.

c) No refunds or credits will be provided for partial billing periods unless expressly stated in this Agreement.

The Throwing Doctor, LLC will make reasonable efforts to respond to Client & Participant communications within 48 business hours of receiving such communication. Client & Participant agree and acknowledge that delayed responses may occur over weekends and on holidays.

From time to time, The Throwing Doctor, LLC may offer additional services, upgrades, or features ("Add-On Services") separate from the base services described in this Agreement. Add-On Services are optional and will only be provided if selected or authorized by Client.

All approved Add-On Services will be billed at the rates in effect at the time of purchase and shall be subject to the terms and conditions of this Agreement unless otherwise stated in writing.

I, the undersigned parent or legal guardian of the above-named minor (the “Participant”), hereby give my full consent for the Participant to participate in the Durable Athlete Program, including without limitation training programs, communications and messaging via the Everfit platform, video and voice calls, and any related activities (collectively, the “Services”) provided by The Throwing Doctor, LLC.

 

I have read and understood this Agreement. By signing below, I agree to the terms outlined above.