Effective Date: October 30, 2025

 

Welcome to IQRally! These Terms of Use (“Terms”) govern your access to and use of the services, software, websites, and applications (collectively, the “Services”) provided by IQRally LLC (“IQRally,” “we,” “us,” or “our”). By accessing or using our Services, you agree to be bound by these Terms. If you do not agree, you may not use the Services.

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1. Definitions and Scope

IQRally provides software solutions to sports clubs and facilities, primarily in the pickleball and racquet sports industries and to those clubs’ end customers. For purposes of these Terms (“Terms”), the following Terms have the meanings set forth below:

• Club Customer (sometimes referred to as “Customer”): A facility or business entity, or non-profit entity that subscribes to IQRally’s platform typically by entering into a Master Services Agreement and an Order Form to manage specific club operations, and which may utilize IQRally’s integrated payment processing services.

• Player End User (sometimes referred to as “Player”): An individual who uses the IQRally platform, for example, via a Club’s account or portal to register, book, or pay for services offered by a Club Customer.

• Order Form: The mutually executed ordering document that outlines the scope of services, fees, and term of the subscription or services between IQRally and a Club Customer. The Order Form is incorporated by reference into the agreement between IQRally and the Club Customer.
   

These Terms apply to all users of the services. Customers and Players are both bound by these Terms, though certain provisions herein are intended primarily for Club Customers (e.g., those relating to subscription fees and payment processing). Club Customers may have additional obligations set forth in a Master Services Agreement (“MSA”) and Order Form with IQRally, which, in the event of any conflict with these Terms, will govern the relationship with IQRally.

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2. Account Registration & Eligibility

• Club Registration: Clubs wishing to use IQRally’s platform must enter into an MSA and an Order Form to access the full range of features and to establish their facility’s presence on the platform. The MSA and Order Form will set forth the specific services, subscription terms, and any applicable fees for the Club Customer.

• Player Registration: Players may create individual IQRally accounts via the player portal. A Player End User account allows individuals to browse offerings, book sessions, and make payments for services at their home club or other clubs using the IQRally platform.

• Acceptance of Terms: All users, including Club Customers and Player End Users (whether or not a member of a specific club), are subject to and must abide by these Terms, as well as all other IQRally rules, policies, and acceptable use standards made available on our platform.

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3. Use of the Services

You agree to use the Services in a lawful and respectful manner. Users of the Services including all Club Customers and Player End Users must:

• Use the Services only for legitimate and lawful purposes, in accordance with these Terms and any applicable club rules.

• Maintain the confidentiality and security of account login credentials, and be responsible for all activities that occur under your account.

• Not use the platform to harass, threaten, or transmit any content that is unlawful, abusive, hateful, discriminatory, or otherwise objectionable.

• Not reverse-engineer, decompile, or disassemble the platform software, nor attempt to gain unauthorized access to any part of the platform or its related systems or networks.

 

IQRally reserves the right to suspend or terminate the access of any user (Club Customer or Player End User) who violates these Terms or otherwise misuses the Services.

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4. Payments & Refunds

• Club Customer Billing: Club Customers will be billed for their subscription and any applicable fees in accordance with their Order Form and MSA. All subscription fees are due as stated in the Order Form and are generally non-refundable except as required by law or expressly provided in the Order Form and MSA. Taxes, if applicable, are additional and the Club Customer and Player End User is responsible for any such taxes.

• Player Payments to Clubs: Player End Users pay their respective club, the Club Customer, directly through IQRally’s payment system. IQRally facilitates these payments to the Club Customer via a third-party payment processor, but IQRally itself does not collect or hold funds for, nor issue refunds to, Player End Users. Any refund or credit requests or disputes by a Player End User must be directed to the applicable Club Customer. Refunds for payments made by Player End Users are the sole responsibility of, and at the sole discretion of, the Club Customer providing the service or event.

• No IQRally Liability for Player End User Refunds: IQRally is not responsible or liable for handling or processing refunds to players. Any financial disputes, chargebacks, or refund obligations between a Club Customer and its players (or other end users) are to be resolved between the Club and the Player End User. IQRally merely provides the platform and payment gateway to facilitate transactions and is not a party to the transaction between the player and the club.

• Disputes: IQRally will not be liable for any disputes arising between a Club Customer and a Player End User regarding payments, refunds, cancellations, or scheduling of services. Such issues are to be settled between the parties involved (the club and the individual). However, if notified of a dispute, IQRally may, in its discretion, provide information or limited assistance to help the parties resolve the issue, consistent with our policies and applicable law.

• Limited Role in Payment Processing: You acknowledge and agree that IQRally, LLC (“we,” “us,” or “our”) provides access to payment processing services solely through integration with one or more third-party payment processors (each, a “Payment Processor”). We do not act as a bank, money transmitter, or payment processor, and we do not hold, control, or transfer funds on behalf of you or any End User. All payment, refund, and chargeback transactions are processed directly by the Payment Processor subject to its separate terms and conditions.

• Refunds and Adjustments: You are solely responsible for determining your refund, cancellation, and return policies and for communicating those policies to your End Users. Any refunds initiated through our platform are executed solely as a technical facilitation of your instruction to the Payment Processor. We do not initiate or authorize refunds independently and are not responsible for any errors, losses, or liabilities arising from your refund decisions or actions.

• Chargebacks and Disputes: All disputes regarding transactions, including but not limited to chargebacks, retrievals, reversals, or claims of unauthorized transactions (collectively, “Disputes”), are between you and your End Users, and/or you and the Payment Processor. You are solely responsible for responding to, managing, and resolving Disputes and for any associated costs, fees, or fines imposed by the Payment Processor or any card network. We may, at our sole discretion, provide access to chargeback notifications or reporting features for your convenience, but such access does not constitute our assumption of responsibility or liability for the outcome of any Dispute.

• Indemnification: You agree to indemnify, defend, and hold harmless IQRally, its affiliates, officers, directors, employees, and agents from and against any and all claims, damages, liabilities, losses, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to:
  (a) any refund, chargeback, or Dispute between you and an End User;
  (b) your use of the refund or chargeback features within the platform; or
  (c) any violation by you of applicable payment network rules, Payment Processor terms, or laws governing electronic payments.

• No Warranty or Guarantee of Outcome: We make no representation, warranty, or guarantee regarding the successful completion, reversal, or outcome of any refund or chargeback process. The Payment Processor retains sole discretion over whether a refund or chargeback is accepted, reversed, or rejected.

• Platform Limitations: Our platform’s role in refunds and chargebacks is limited to transmitting your requests to the Payment Processor and surfacing related reporting data. We do not mediate or adjudicate disputes, and our reporting tools are provided “as is” for informational purposes only.

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5. Fees for Payment Processing Services

The following provisions apply to Club Customers utilizing IQRally’s payment processing services:

Processing Fees: Any fees charged for processing electronic payments (e.g., credit card transaction fees or ACH/bank transfer fees) through the IQRally platform are determined by the agreement between IQRally and the Club Customer. In particular, the specific rates and charges for payment processing services are as set forth in the applicable Order Form, MSA, or other written agreement between the Club Customer (as the merchant) and IQRally’s designated payment processor. By using IQRally’s payment features, the Club Customer agrees to pay all such processing fees pursuant to the rates and terms in its agreement.

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Third-Party Payment Processor: All payment transactions facilitated through the IQRally platform are processed by IQRally’s third-party payment processor provider. IQRally will act to facilitate access to payment processing services provided by its third-party payment processor. All funds are transmitted directly from the Player End User to the Club Customer through the payment processor’s systems. At no point does IQRally hold, own, control, or have access to funds in transit between parties. IQRally does not itself process, nor does it store, sensitive cardholder or bank account data on its servers.

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Merchant of Record & Onboarding: The Club Customer acknowledges that it is considered the “merchant of record” for all transactions made by its players through the IQRally platform. As a condition to using the payment processing features of the Services, the Club Customer must complete any required onboarding process with the third-party Payment Processor. This may include providing necessary information and documentation to the Payment Processor and agreeing to the Payment Processor’s own terms of service. The Club Customer agrees to review and accept the Payment Processor’s terms during the Club Customer’s onboarding process and to abide by those terms. Failure to complete the payment processor’s onboarding or to comply with its terms may result in the Club Customer being unable to use certain payment features of IQRally. As the merchant of record, you are solely responsible for the sale, provision, and fulfillment of the goods and services offered to your end users (“Players” or “End Users”), and for compliance with all applicable tax laws and obligations arising therefrom. 

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Tax Calculation and Collection: IQRally may provide automated tax calculation, collection, or display features through its platform for your convenience (e.g., showing applicable sales, use, or amusement taxes at checkout). Such functionality is provided solely as a technical tool to assist in determining applicable taxes and collecting them from Player End Users at the point of sale. IQRally does not warrant or guarantee the accuracy, completeness, or applicability of any tax calculation, rate, or jurisdictional determination.

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Tax Remittance and Liability: You are solely responsible for reviewing, validating, and remitting all applicable taxes (including sales, use, amusement, excise, and similar taxes) to the appropriate taxing authorities in accordance with applicable laws and regulations. IQRally does not remit, file, or pay any taxes on your behalf, and disclaims all responsibility or liability for your tax obligations.

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Processor Terms and Liability: The use of the payment processing service is subject to the terms, conditions, and performance of the third-party payment processor. IQRally is not responsible for any errors, delays, security breaches, or service interruptions caused by the Payment Processor. The Club Customer agrees that any issues, losses, or liabilities arising from payment processing (including but not limited to mishandled transactions, processing errors, or security incidents involving payment data) are ultimately between the Club Customer, the Payment Processor, and any affected Player End User. IQRally will make commercially reasonable efforts to facilitate communications or support between the Club Customer and the Payment Processor but is not liable for the acts or omissions of the Payment Processor.

Fund Settlement:  While IQRally's platform facilitates the initiation and collection of payments from Player End Users on behalf of the Club Customer, all such payments are processed directly by IQRally's third-party payment processor. All funds from these transactions, once processed and settled by the payment processor (net of applicable processing fees, chargeback amounts, and any fees or amounts due to IQRally or the payment processor), are the sole and exclusive property of the Club Customer.

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IQRally does not at any time hold, own, control, or have access to transaction funds, nor does it take title to such funds. IQRally's role is limited to providing a software interface that enables the Club Customer to access the payment processor’s services.

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The Club Customer is solely responsible for all refunds, chargebacks, reversals, and any associated fees or penalties arising from its transactions with Player End Users. All transactional responsibilities and risks—including, without limitation, compliance with applicable payment network rules, refund and dispute obligations, and all legal, tax, and regulatory requirements related to payments—remain entirely with the Club Customer and/or the payment processor.

IQRally disclaims any and all liability arising from or related to fund settlement timing, payment reversals, or disputes between the Club Customer, the payment processor, and any Player End User.
 

6. Third-Party Integrations

IQRally’s Services may integrate or work in conjunction with third-party services and tools. Examples include, without limitation: payment processing services, user authentication providers, communication platforms, analytics or hosting services, and other software or service providers (“Third-Party Services”). The Club Customer’s use of any Third-Party Services is subject to those third parties’ terms and privacy policies, not these Terms. IQRally does not control and is not responsible for the acts, omissions, availability, or performance of any Third-Party Services.

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By using IQRally, you acknowledge that: (a) IQRally may share certain data with Third-Party Services as necessary to enable the integration or service in accordance with our Privacy Policy and any applicable data processing agreements; and (b) IQRally is not liable for any issues attributable to Third-Party Services, such as downtime, inaccuracies, security vulnerabilities, or disputes arising from those services. IQRally may remove or substitute integrations with Third-Party Services at any time, and your continued use of the Services does not guarantee the ongoing availability of any particular third-party integration.

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7. Disclaimers and Limitation of Liability

No Club Operation by IQRally: IQRally provides software and services, but it does not own, operate, or control the clubs or facilities that use the IQRally platform. Each Club Customer is solely responsible for the operation of its club, events, and services. IQRally is not responsible for any injuries, accidents, disputes, or damages that occur at a club’s physical location or during any club-sponsored activities, even if booking or registration for the activity was facilitated through our platform.

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Services Provided “As Is”: Except as expressly set forth in any separate written agreement with a Club Customer, the Services, including the platform and all software, are provided on an “AS IS” and “AS AVAILABLE” basis without warranty of any kind. To the maximum extent allowed by applicable law, IQRally disclaims all warranties, whether express, implied, or statutory, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, or any warranties arising from course of dealing or usage of trade. IQRally does not guarantee that the Services will be uninterrupted, error-free, secure, or meet your specific needs, or that defects will be corrected in a timely manner.

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User Responsibilities: Users of the platform are responsible for their own hardware, internet connection, and any third-party services they use in conjunction with IQRally. IQRally shall not be liable for delays, failures, or damages resulting from problems outside our reasonable control, such as issues attributable to internet service providers, hosting services, or third-party platforms.

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Limitation of Liability: To the fullest extent permitted by law, in no event will IQRally or its affiliates, officers, employees, or agents be liable to Club Customers, Player End Users or other other types, or any third party for any indirect, incidental, special, consequential, or punitive damages arising out of or related to these Terms or your use of the Services. This limitation of liability applies to any lost profits, lost data, business interruption, or other commercial damages or losses, even if we knew or should have known of the possibility of such damages. In any case, IQRally’s total cumulative liability for claims arising out of or relating to the Services or these Terms will not exceed the amount (if any) you paid to IQRally for use of the Services in the twelve (12) months immediately preceding the event giving rise to the claim. The foregoing limitations of liability shall apply to the maximum extent permitted by applicable law, regardless of the form or theory of claim, whether based in contract, tort, negligence, strict liability, or otherwise.

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No Liability for Third-Party Acts: IQRally shall not be liable for any acts or omissions of third parties, including without limitation any Payment Processor or other Third-Party Services. Club Customers remain responsible for any obligations or liability arising from their relationships with their own users, members, or third-party providers. Nothing in these Terms is intended to limit a Club Customer’s obligation to indemnify or hold harmless IQRally as agreed in any other contract (such as an MSA) between the Club Customer and IQRally.

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8. SMS Communications (Optional and Voluntary)

You have the option to receive SMS messages from IQRally and the businesses you interact with through our platform. These messages may include:

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• Account notifications

• Reservation or booking confirmations and reminders

• Payment confirmations, billing updates, or failed payment notices

• Membership or account status updates

• Operational or service-related alerts

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Message frequency varies based on your activity and the services you use. Message and data rates may apply.

Opt-In (Voluntary):
Receiving SMS messages is entirely optional. If you would like to receive these communications, you can provide your consent by checking the appropriate box or toggle during account setup or in your account settings. You can use our platform and services even if you choose not to receive SMS messages.

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Opt-Out:
You can withdraw your consent and stop receiving SMS messages at any time by:

• Replying STOP to any SMS message, or

• Disabling SMS notifications in your account settings

After opting out, you will no longer receive SMS messages unless you re-enable notifications or reply START to re-subscribe.

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Help:
Reply HELP to any SMS message or contact us at support@iqrally.com for assistance.

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9. Privacy

Your use of the Services is also subject to our Privacy Policy, which describes how we collect, use, and protect personal information. By using the platform, you consent to the collection and use of information as outlined in the Privacy Policy. Club Customers are responsible for obtaining any necessary consents from their members or Player End Users for the collection and processing of personal data via the Services. In particular, if you are a Club Customer, you agree to comply with all applicable privacy and data protection laws regarding the information you input or manage on the IQRally platform including any Player End User data. You must handle personal data accessible to you through the Services in accordance with our Privacy Policy and any applicable data processing agreement you have with IQRally.

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10. Termination

By IQRally: IQRally may suspend or terminate your access to the Services at any time for any reason, including, without limitation, if you or the club you are associated with violate these Terms, violate any other agreement with IQRally, or violate applicable laws. Suspension or termination may be immediate and without prior notice in cases of severe or repeated misconduct or if required by law or by a third-party provider (for example, termination by the Payment Processor of a Club Customer’s account).

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Club Customer and Player End User: If you are a Player End User, you may stop using the Services and delete your account at any time. If you are a Club Customer, you may terminate your subscription or MSA subject to the termination provisions and notice requirements contained in your MSA or Order Form. Note that typically, termination by a Club Customer before the end of a committed term will not entitle the Club Customer to any refund of prepaid fees, except as expressly provided in the MSA or required by law.

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Effect of Termination: Upon any termination or expiration of a Club Customer’s agreement with IQRally, the Club’s access to the platform will end, and IQRally may irreversibly delete or disable access to the Club’s account data after a retention period (e.g. 30 days) unless otherwise required by law or agreed (for example, data may be exported or returned to the Club if provided in the agreement). Termination of access for an individual Player End User will result in the user losing the ability to log into the platform; however, the user’s activity or transaction history that is part of a Club’s records may be retained by the Club and/or IQRally as needed for business or legal purposes.

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The provisions of these Terms that by their nature should survive termination such as disclaimers of warranty, limitations of liability, indemnities, and dispute resolution provisions shall survive any termination or expiration and remain in effect.

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11. Governing Law and Dispute Resolution

These Terms, and any dispute or claim arising out of or related to these Terms or the Services, shall be governed by and construed in accordance with the laws of the State of New Jersey, USA, without regard to its conflict of laws principles.

Jurisdiction and Venue: Except to the extent otherwise specified in an MSA with a Club Customer, you agree that any legal suit, action, or proceeding arising out of or related to these Terms or the Services shall be brought exclusively in the state or federal courts located in Hudson County, New Jersey. You consent to the personal jurisdiction of such courts and waive any objection that such venue is inconvenient or improper.

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Acknowledgment of Business Use (Club Customers): Club Customers agree that they are using the Services for commercial/business purposes, and not as a consumer, and therefore waive any consumer-specific rights or remedies that might apply under the law of any jurisdiction, to the maximum extent permitted by law.

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Injunctive Relief: Notwithstanding the above, nothing in these Terms will prevent IQRally from seeking injunctive or other equitable relief in any court of competent jurisdiction to prevent actual or threatened infringement, misappropriation, or violation of our intellectual property, confidentiality obligations, or other proprietary rights.

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12. Changes to Terms

IQRally may update or modify these Terms from time to time. If we make material changes, we will provide notice by posting the updated Terms on our website or through the platform, and we may also notify registered users or Club Customers via email or in-platform alert. The Effective Date at the top of this document will indicate when the latest changes were made.

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Acceptance of Changes: By continuing to access or use the Services after updated Terms have been posted, you are agreeing to the revised Terms. If you do not agree to the changes, you must stop using the Services and, if you are a Club Customer, may need to terminate your agreement as per its termination provisions. We encourage you to review the Terms periodically to ensure you understand the terms and conditions that apply to your use of the Services.

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13. Contact Information

If you have any questions about these Terms or the Services, please contact us at support@iqrally.com. You may also reach us by mail at our registered business address or through the support channels listed on our website. We will do our best to respond to inquiries in a timely manner.