Effective Date: October 14, 2026

Last Updated: September 14, 2026

These Terms replace the version effective June 30, 2026, which continues to apply until the Effective Date above.

Welcome to OpenRun. These Terms of Service ("Terms") are a legally binding agreement between you ("you" or "User") and Humble Rhino Inc. ("we," "us," "our," or "Humble Rhino"), a corporation incorporated under the Canada Business Corporations Act, governing your access to and use of the OpenRun mobile applications, website, and related services (collectively, the "Platform").

By creating an account or using the Platform, you agree to be bound by these Terms. If you do not agree, do not use OpenRun.

1. Eligibility

You must be at least 16 years of age to use OpenRun. By using the Platform, you represent and warrant that you are at least 16 years old and have the legal capacity to enter into these Terms. If you are between 16 and 18 years of age, you represent that your parent or legal guardian has reviewed and agreed to these Terms on your behalf.

You must provide accurate, current, and complete information during registration and keep your account information up to date.

2. Accounts, Profiles, and Security

• You may browse some parts of the Platform without an account. Joining, hosting, messaging, posting, and payments require an account
• One person may hold one personal account. From that account you may also operate a referee profile and act for organizations you belong to (see Section 7). You may not create additional personal accounts, impersonate another person or business, or use another person's account
• You are responsible for keeping your credentials confidential and for all activity under your account, including activity you take while acting as a referee or on behalf of an organization
• You must notify us immediately if you suspect unauthorized access to your account
• Usernames are unique. Some identifiers, such as a venue organization's username and address, cannot be changed once created

3. The Platform

OpenRun is a platform that connects people who want to play pickup and organized sports. The Platform allows users to:

• Host runs: post a game at a venue, set the number of spots and the price per spot, and optionally repeat it as a series
• Join runs: find and join games, join a waitlist when a run is full, or request to join a private run
• Referee runs: offer paid officiating services as an independent contractor, receive payouts, and accept tips
• Organize: operate a venue or league organization, host runs as that organization, and run leagues and tournaments with registration, schedules, standings, and results
• Play together: build teams, use tactics boards and scoreboards, and record game results
• Communicate: message other users through direct messages, group chats, run chats, and league chats
• Build community: post updates, leave reviews, and connect with other players

OpenRun is a technology platform that facilitates connections between users. Unless we expressly say otherwise, we are not a sports league, event organizer, venue operator, or payment processor, and we do not own, operate, or manage any venue, run, league, or athletic event. Hosts, organizers, venues, and referees are responsible for the activities they offer.

4. Hosting Runs

When you host a run, you agree to:

• Provide accurate information about the venue, date, time, price per spot, and available spots, and keep it accurate if anything changes
• Ensure the venue is actually booked and available for the posted time, and comply with all applicable laws, venue rules, and permit requirements
• Honour the posted run details. If you need to cancel, do so through the Platform as early as possible. Participants who have been charged receive automatic refunds when a run is cancelled
• Use private runs, join requests, waitlists, and team locking fairly and in line with these Terms

4.1 Receipts and Verification

You may upload a receipt for your venue booking. Runs posted without a receipt, or whose receipt has not yet been reviewed, are shown as unverified, and players join them at their own risk. Uploading a fraudulent or manipulated receipt is grounds for immediate account termination. A verified label means only that we reviewed a receipt; it is not a guarantee of the venue, the host, or the run.

4.2 Series

You may repeat a run as a series using the scheduling options in the app (for example, weekly, every two weeks, or on a set day each month, with individual dates skipped). Each date in a series is a separate run: it is joined, charged, cancelled, and refunded on its own, and you are responsible for every date you schedule. Conflict warnings shown while scheduling are a convenience only.

4.3 Review and Removal

We may review any run and may reject, hide, remove, or cancel a run at our discretion, including where we suspect fraud, safety concerns, or a violation of these Terms.

5. Joining Runs

When you join a run, you agree to:

• Have a valid payment method on file before joining a paid run
• Pay the price per spot shown on the run, plus any processing fee shown to you before you join, charged automatically at the run's scheduled start time
• Show up to runs you have joined. Repeated no-shows may result in account penalties
• Leave a run through the Platform if you can no longer attend. You may leave a paid run without charge until the lock window before its start (3 hours by default; a venue or league may set its own on runs it hosts, shown on the run). Within the lock window you cannot leave a paid run and your spot will be charged
• Accept that if you join a waitlist or request to join a private run, you may be added to the run later, and you will then be charged on the same terms as any other participant unless you leave before the lock window
• Follow the host's reasonable instructions, team assignments, and venue rules

6. Payments, Fees, and Refunds

6.1 Payment Processing

All payments are processed by Stripe, Inc. By using OpenRun's payment features, you also agree to Stripe's terms of service. We do not store your full payment card details.

6.2 Prices and Fees

Hosts and organizers set the price of a run spot or a league registration. A processing fee is added to the price you pay so that the host or organizer receives the listed price, and the total you will pay is shown before you confirm. OpenRun may also deduct a platform fee from amounts paid out to hosts, organizers, and referees; the applicable rate is shown to them before they collect payments and may differ between accounts. We may change our fees with reasonable notice, and changes do not affect amounts you have already been charged.

6.3 Automatic Charges

When you join a paid run, your saved payment method is charged automatically at the run's scheduled start time for the run's price per spot, plus any referee share and processing fee disclosed on the run. For a series, each date is charged separately at its own start time.

6.4 Refunds

• If a run is cancelled, all charged participants receive automatic full refunds
• If you leave a run before the lock window, no charge is made
• Refunds of charges already processed for a run that went ahead are handled case by case at the discretion of Humble Rhino Inc.
• League registration refunds are governed by Section 7.4
• Refunds are issued to the original payment method and may take 5 to 10 business days to appear on your statement

6.5 Payouts to Hosts and Organizations

Hosts, organizations, and referees receive payouts through Stripe Connect and must agree to Stripe's Connected Account Agreement. You can collect payments only once your Stripe account has payouts enabled, which requires identity verification and a connected bank account; until then, paid runs, league fees, and referee payments routed to that account cannot be processed. Payments for runs hosted as an organization, and for leagues, are paid to that organization's own Stripe account. Humble Rhino Inc. is not responsible for delays or issues with Stripe payouts.

6.6 Referees

Referees are independent contractors, not employees or agents of Humble Rhino Inc. We do not supervise, direct, train, or guarantee referee services, and we are not responsible for a referee's conduct, qualifications, or decisions.

• A host who requests referees sets the pay per referee. Each participant's share of referee pay is shown on the run and collected with their spot
• A confirmed referee's pay is released at the end of the game. Check-in is optional proof of attendance that a referee may provide to protect their pay in a dispute; it is not required to be paid
• If the participants' shares do not cover the full referee pay, the host is charged the difference after the game so that referees are always paid in full
• Referees must have a valid, payouts-enabled Stripe account to receive funds
• Referee ratings and reviews help maintain quality and may affect a referee's visibility

6.7 Tips

Participants may tip a referee. Tips are voluntary, are charged to your payment method, and are paid in full to the referee. OpenRun takes no fee on tips. Tips are non-refundable.

7. Organizations, Venues, and Leagues

7.1 Organization Accounts

You may create or join an organization, such as a venue or a league organizer, and act on its behalf from your account. By creating an organization you represent that you are authorized to act for the business or group it represents. The organization's owner is responsible for the organization, its members' actions on its behalf, its payout account, and its compliance with these Terms. Organizations may be subject to review or approval, and a verified badge means only that we reviewed the organization; it is not an endorsement or guarantee.

7.2 Organizer Responsibilities

If you run a league or tournament, or host as an organization, you agree to:

• Provide accurate details about the league or run, including dates, venues, format, prices, team and roster rules, and your refund policy
• Operate the league or run as described, schedule and record results fairly and accurately, and keep participants informed of changes
• Hold any permits, venue bookings, and insurance required for your activities, and comply with applicable laws
• Handle participants' personal information only to operate your league or run
• Resolve participant questions and disputes about your league in good faith

7.3 League Registration and Payment

• Depending on the league, you may register a team, register as an individual (free agent), join a team by invitation, or request to join a team
• Prices and what they include are set by the organizer and shown before you pay. An approved request to join a team is charged the league's individual price; an invitation from a captain to a team that has already paid is free
• A spot may be reserved while payment is pending. If payment is not completed before the reservation expires, the spot is released, and a payment that arrives after expiry is refunded rather than accepted
• Registering does not guarantee a spot on a particular team, a number of games, or playing time beyond what the organizer describes

7.4 League Cancellations and Refunds

If an organizer cancels a league or tournament, paid registrations are refunded. Other refund requests, including withdrawals after registration, are governed by the organizer's stated refund policy and are at the organizer's discretion; OpenRun may issue a refund where we reasonably believe one is warranted, including in cases of fraud or where a league did not take place as described.

7.5 Captains, Teams, and Tools

Team captains may manage their roster, invitations, and join requests. Team tactics boards are visible to the team and, for leagues, to the organizer. Scores and results are recorded by the organizer or host. We are not responsible for team selection, playing time, standings, or results decided by hosts, organizers, or captains.

8. Community Standards

You agree not to:

• Harass, threaten, bully, or intimidate other users, whether on or off the Platform
• Post content that is hateful, discriminatory, sexually explicit, violent, or otherwise objectionable
• Use the Platform for any illegal purpose or to facilitate illegal activity
• Spam, phish, or send unsolicited commercial messages to other users
• Upload false, misleading, or fraudulent content (including fake receipts, reviews, results, or profile or organization information)
• Attempt to manipulate ratings, reviews, standings, or the run matching system
• Create runs or leagues with the intent to defraud participants
• Circumvent blocks, bans, chat access rules, or other moderation actions
• Use automated tools, bots, or scripts to access the Platform
• Reverse engineer, decompile, or attempt to extract the source code of the Platform

Violations may result in content removal, account suspension, or a permanent ban at our sole discretion.

8.1 Zero Tolerance and Reporting

OpenRun has zero tolerance for objectionable content and abusive users. You can report any post, comment, message, profile, or run using the report (flag) control attached to it, or by contacting us at support@openrunapp.com. We review every report and act within 24 hours, removing content that violates these Terms and ejecting the user who posted it. You can also block any user at any time to immediately stop their messages and hide their profile from you.

9. User Content

9.1 Ownership

You retain ownership of content you create and post on OpenRun (such as photos, messages, reviews, community posts, league news, and tactics boards). By posting content, you grant Humble Rhino Inc. a non-exclusive, worldwide, royalty-free, sublicensable license to use, display, reproduce, and distribute your content in connection with operating and promoting the Platform.

9.2 Content Removal

We may remove any content that violates these Terms or our Community Standards. Where we remove your content, we will generally tell you and give a reason, but we are not required to give notice in every case. We are not obligated to monitor all content but reserve the right to do so.

9.3 Automated Image Screening

Images you upload, including profile photos, chat images, community photos, and team or league images, are automatically screened for explicit, sexual, or graphic content before they are posted, using a third-party moderation provider. Images that fail screening are blocked from upload. This automated screening supplements, and does not replace, our right to review and remove content.

9.4 Responsibility

You are solely responsible for the content you post. We do not endorse, verify, or guarantee the accuracy of any user-generated content.

10. Intellectual Property

The OpenRun name, logo, design, and all associated branding, software, and technology are the property of Humble Rhino Inc. and are protected by Canadian and international intellectual property laws. You may not use our trademarks, logos, or branding without our prior written consent.

11. Assumption of Risk

Physical Activity

OpenRun facilitates sports games, leagues, and tournaments that involve physical activity. By participating in any run, league, or game, you acknowledge and accept the inherent risks of physical activity, including the risk of injury, illness, or death, and you voluntarily assume all such risks.

Interactions with Other Users

OpenRun does not conduct background checks on users, referees, or organizers. You are solely responsible for your interactions with other users, both on and off the Platform. Exercise caution and good judgment when meeting other users in person. Humble Rhino Inc. is not responsible for the conduct of any user.

12. Disclaimer of Warranties

THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that:

• The Platform will be uninterrupted, error-free, or secure
• Any information provided by other users, hosts, or organizers (including venue details, receipts, schedules, results, or reviews) is accurate or reliable
• The Platform will meet your specific requirements
• Venues are safe, properly maintained, or suitable for the intended activity

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, HUMBLE RHINO INC., ITS OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE PLATFORM.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS YOU HAVE PAID TO US IN THE 12 MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED CANADIAN DOLLARS (CAD $100).

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

14. Indemnification

You agree to indemnify, defend, and hold harmless Humble Rhino Inc. and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

• Your use of the Platform
• Your violation of these Terms
• Your violation of any rights of another person or entity
• Any content you post on the Platform
• Your participation in any run, league, or game, or your interactions with other users
• Any run, league, or tournament you host or organize, including on behalf of an organization

15. Account Suspension and Termination

• We may suspend or terminate your account, referee profile, or organization at any time, with or without cause, and with or without notice
• Grounds for termination include, but are not limited to: violation of these Terms, fraudulent activity, repeated no-shows, receiving multiple reports from other users, or creating safety concerns
• Banned users may appeal by contacting support@openrunapp.com
• You may delete your account at any time through the app settings. You may first need to cancel or leave upcoming runs and leagues. Account deletion is permanent and cannot be undone
• Upon termination, your right to use the Platform ceases immediately. Sections 6.4, 7.4, 9, 10, 11, 12, 13, 14, and 17 survive termination

16. Modifications to Terms

We may modify these Terms from time to time. We will notify you of material changes through in-app notifications or email at least 30 days before the changes take effect. Your continued use of the Platform after the effective date constitutes your acceptance of the modified Terms. If you do not agree with the changes, you must stop using the Platform and delete your account.

17. Governing Law and Dispute Resolution

These Terms are governed by the laws of the Province of Ontario and the federal laws of Canada applicable in Ontario, without regard to conflict of law principles. If you are a consumer, nothing in these Terms removes rights you have under the consumer protection laws of the province or territory where you live.

Any dispute arising out of or relating to these Terms or the Platform shall first be attempted to be resolved through good-faith negotiation. If negotiation fails, the dispute shall be submitted to binding arbitration seated in Toronto, Ontario, in accordance with the rules of the ADR Institute of Canada, unless you are entitled to bring a claim in small claims court or applicable law gives you the right to go to court.

Nothing in this section prevents either party from seeking injunctive or other equitable relief in a court of competent jurisdiction.

18. General Provisions

• Entire Agreement: these Terms, together with our Privacy Policy, constitute the entire agreement between you and Humble Rhino Inc. regarding the Platform
• Severability: if any provision of these Terms is found to be unenforceable, the remaining provisions shall continue in full force and effect
• Waiver: our failure to enforce any provision of these Terms shall not be construed as a waiver of that provision
• Assignment: you may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction
• No Agency: nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and Humble Rhino Inc.

19. App Store, Google Play, and Device License

This Section applies to the OpenRun mobile applications. When you download OpenRun through the Apple App Store, these Terms together with the Apple Media Services Terms and Conditions form the End User License Agreement ("EULA") for the application.

19.1 License to Use the Application

Subject to your compliance with these Terms, Humble Rhino Inc. grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to download and use the OpenRun application on devices that you own or control, solely for your personal, non-commercial use (or, for organizations, for operating your organization on the Platform), and, for Apple devices, as permitted by the Usage Rules in the App Store Terms of Service. You may not rent, lease, lend, sell, redistribute, reverse engineer, decompile, or disassemble the application except to the extent that restriction is prohibited by applicable law.

19.2 Zero Tolerance for Objectionable Content

There is zero tolerance for objectionable content or abusive behaviour on OpenRun. As set out in Section 8.1, every post, comment, message, profile, and run carries a report (flag) control; you can block any user at any time to stop their messages and hide their profile; and we remove content that violates these Terms and eject the responsible user within 24 hours of a report.

19.3 Acknowledgement

You acknowledge that these Terms are concluded between you and Humble Rhino Inc. only, and not with Apple Inc. ("Apple") or Google LLC ("Google"). Humble Rhino, not Apple or Google, is solely responsible for the OpenRun application and its content.

19.4 Maintenance and Support

Humble Rhino is solely responsible for providing any maintenance and support services for the application. Apple has no obligation whatsoever to furnish any maintenance or support services with respect to the application.

19.5 Warranty

Humble Rhino is solely responsible for any product warranties, whether express or implied by law, to the extent not effectively disclaimed. If the application fails to conform to any applicable warranty, you may notify Apple, and Apple will refund the purchase price (if any) you paid for the application; to the maximum extent permitted by applicable law, Apple will have no other warranty obligation with respect to the application.

19.6 Product Claims

Humble Rhino, not Apple, is responsible for addressing any claims by you or a third party relating to the application or your possession and use of it, including: (a) product liability claims; (b) any claim that the application fails to conform to any applicable legal or regulatory requirement; and (c) claims arising under consumer protection, privacy, or similar legislation.

19.7 Intellectual Property

In the event of any third-party claim that the application or your possession and use of it infringes that third party's intellectual property rights, Humble Rhino, not Apple, is solely responsible for the investigation, defense, settlement, and discharge of any such claim.

19.8 Third-Party Beneficiary

You acknowledge and agree that Apple and Apple's subsidiaries are third-party beneficiaries of these Terms, and that upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third-party beneficiary.

19.9 Legal Compliance

You represent and warrant that (a) you are not located in a country that is subject to a U.S. Government embargo or that has been designated by the U.S. Government as a "terrorist supporting" country, and (b) you are not listed on any U.S. Government list of prohibited or restricted parties.

19.10 Google Play

When you download OpenRun through Google Play, your use of Google Play is also governed by the Google Play Terms of Service. Google is not a party to these Terms and is not responsible for the application, its content, or any support for it.

20. Contact Us

If you have questions about these Terms, contact us:

Humble Rhino Inc.

Email: support@openrunapp.com

Website: openrunapp.com