US Youth Soccer Member Guide- Partnering with Soccer Shots

Partnering with Soccer Shots: A Guide 11

US Youth Soccer has proudly established a relationship with Soccer Shots designed to provide the US Youth Soccer Member State Associations and their member clubs with a high-quality program that targets children ages 2 through 5. This opportunity is designed to engage more children with the game of soccer while increasing player registration counts and creating an additional revenue stream for US Youths Soccer, the Member State Associations and their member clubs. This guide is designed to provide more details about this opportunity in addition to providing answers to some of the most frequently asked questions. This guide contains the following: • Who is Soccer Shots? • Partnership details • How to partner with Soccer Shots • Frequently Asked Questions Who is Soccer Shots? Soccer Shots is an engaging children’s soccer program with a focus on character development. Its program aims to impact children’s lives on and off the field through best-in-class coaching, communication and age-appropriate curriculum designed by childhood education experts. Since 1998, Soccer Shots has led its peers in focusing on developing children through their first soccer experiences. Soccer Shots is offered by a system of 200+ franchises operating across 35+ states and Canada (its “system of operators”). In 2018, over 300,000 children age 2-5 will participate in Soccer Shots, and Soccer Shots expects participation to grow by over 20% annually. Soccer Shots has a proven track record of success. Their successful model is backed by national support that delivers a high quality, consistent experience for children and their families. Partnership details In 2017, US Youth Soccer entered into a Joint Marketing Agreement with Soccer Shots Franchising (SSF). The relationship represents US Youth Soccer’s solution to meeting an important need – providing its members with a simple-to-implement, high quality 2-5 year-old program. This age group is critical to the growth and success of US Youth Soccer and its members. It should be noted that US Youth Soccer and SSF are not mandating participation. Partnering with Soccer Shots is optional. Before entering into a partnership with Soccer Shots, it is important to understand the partnership terms, which are found in the Strategic Alliance Agreement (attached). The Strategic Alliance Agreement defines operating terms, roles, financial terms and offers protection to both Soccer Shots and member clubs. Member clubs and Soccer Shots operators must understand and honor this agreement in order to form a partnership. 2

Key terms of the Strategic Alliance Agreement include: Soccer Shots will: • Identify your club as a partner on their local Soccer Shots website • Advertise and promote Soccer Shots in partnership with your club • Build and execute (in every respect) Soccer Shots programs onsite in accordance with national Soccer Shots standards (Soccer Shots does all the work) • Compensate your club with 10% of program revenue every season (your club gets paid) • Grow your membership by sharing participant data with your club and ensuring “credit” is earned by all US Youth Soccer stakeholders. Soccer Shots does this by registering participants with US Youth Soccer – sending participant data and $5/player per year to US Youth Soccer. US Youth Soccer then divides the $5 among the U.S. Soccer Federation ($1), US Youth Soccer ($1), and your State Association ($3). This is in addition to the 10% given to your club. • Inform participants aging out of Soccer Shots at your club’s playing facility about the programs being offered by your club (Soccer Shots feeds your club) • Insure every enrolled participant, which means your club and your State Association do not need to provide insurance for Soccer Shots participants • Provide your club with an insurance certificate and copies of coach’s background clearances, as requested • Not offer or promote a competing program onsite for players age 6-8 (without permission) • Communicate with you, evaluate and share their experience, take interest in your club and invest in their relationship with you. They will act and operate like a partner, with your club’s interests in mind Your club will: • Provide Soccer Shots with space to run programs onsite at no cost • Promote Soccer Shots programs to your current database • Provide a link to Soccer Shots enrollment on your website • Not offer or promote a competing program for children ages 2-5 • Communicate with your Soccer Shots operator. Observe some Soccer Shots sessions. Gather and share feedback you collect from families. Invest in the relationship. Act and operate like a partner, with Soccer Shots’ interests in mind How to partner with Soccer Shots Soccer Shots’ system of operators is available to serve US Youth Soccer Member State Associations and your member clubs across the U.S. Likely, there is a Soccer Shots operator already in your community who is ready to partner. The best way to be introduced to your local Soccer Shots operator is to email [email protected] and provide the name and address of your club. You will be introduced to your local Soccer Shots operator within 24 hours. Your next steps are to: Step 1: Meet in person with your local Soccer Shots operator. Step 2: Understand and agree to the terms of the partnership and sign the Strategic Alliance Agreement. Step 3: Agree to field space, program dates and times with your Soccer Shots operator. 3

Step 4: Post information about Soccer Shots on your website, directing visitors to register online at www.soccershots.org. Below is suggested website content that can be used: Partnership with Soccer Shots! [Club Name] is pleased to partner with Soccer Shots, “The Official Two to Five-Year-Old Soccer Program of US Youth Soccer”! Soccer Shots is an engaging children’s soccer program with a focus on character development. Soccer Shots uses weekly 30-35 minute sessions, best-in-classes coaches, age-appropriate curriculum and ongoing communication with families to deliver a premier soccer experience. Soccer Shots offers two different programs to meet the developmental needs of children aged 2-5. The Mini program for children ages 2 to 3 offers an introduction to soccer and movement, with an emphasis on balance, coordination and confidence. Repetition, high energy and celebrating achievements are key components of this program. The focus of the Classic program for children ages 3 to 5 is to individually become skilled at possessing the soccer ball. Through creativity, positivity, and fun, challenges and increased confidence are encouraged. Learn more about Soccer Shots at www.soccershots.org or enroll now at [Local Soccer Shot Enrollment Link]. For more information on US Youth Soccer, visit www.usyouthsoccer.org Step 5: Email your membership and encourage families with children ages 2-5 to enroll in Soccer Shots at [Local Soccer Shots Enrollment Link]. Here’s an example message you can send: We’re excited to partner with Soccer Shots, “The Official Two to Five-Year-Old Soccer Program of US Youth Soccer”! Soccer Shots is an engaging children’s soccer program with a focus on character development. Soccer Shots uses weekly 30-35 minute sessions, best-in-classes coaches, age-appropriate curriculum and ongoing communication with families to deliver a premier soccer experience. Visit www.soccershots.org or watch this short video to learn more about Soccer Shots. Enrollment is open now at: [Local Soccer Shots Enrollment Link]. For more information on US Youth Soccer, visit www.usyouthsoccer.org. Step 6: Your Soccer Shots operator will take it from there! 4

Frequently Asked Questions Why is US Youth Soccer becoming more involved with children ages 2-5? There are nearly 20 million children in the United States ages 2-5. These children are the grass roots of our clubs, State Associations and US Youth Soccer. These children are our future members, our future national team players, our future coaches and our future fans. US Youth Soccer is excited to continue actively participating in this space which is the fastest-growing segment of youth soccer participation in the U.S. This is critical to our future. What does a Soccer Shots session look like? A trained member of Soccer Shots’ staff will come to your club’s facility once a week to lead a 30- 35 minute session that focuses on basic soccer skills like dribbling, passing and shooting. They will bring all of the necessary equipment and do not need a full field to run the session. You can feel confident that the Soccer Shots coach has met Soccer Shots’ strict coaching standards, including a background check, and has been trained in the use of developmentally appropriate techniques. Through fun games and positive reinforcement, children will begin to experience the joy of playing soccer and being active. A positive character trait such as respect, determination and confidence is also highlighted each session. Parents will always know what their child is learning at Soccer Shots and parents can expect a responsive and professional experience from Soccer Shots’ staff. Children will learn from a curriculum that is appropriate for their age and aligns with state early childhood education standards. How do families learn about Soccer Shots? Soccer Shots actively advertises and has proven experience reaching their target demographic. Their active advertising includes both national and local paid digital advertising campaigns. Their number one source for new enrollments, however, is word of mouth. If partnering with your club, Soccer Shots will expect you to promote Soccer Shots on your website and by email and social media to your existing membership. The combination of these efforts will drive participation and membership. How do families sign up for Soccer Shots? All advertising will drive parents to enroll at www.soccershots.org. Here, parents can use Soccer Shots’ filtering tool and find the sessions offered at your club’s facility. Soccer Shots’ online enrollment and payment system is user friendly, safe and secure. Soon after enrolling online, families will receive communication about the upcoming season, their child’s coach and other welcome materials. What is the cost to our club? Each partnering club is required to provide access to the fields necessary to conduct the Soccer Shots programming. However, each club will also generate income as Soccer Shots covers all costs and will share 10% of the total revenue with your club. The costs Soccer Shots absorbs include field equipment, soccer balls, jerseys, online enrollment, insurance, communication systems, marketing and staffing. In addition to these benefits, your club will receive the data of Soccer Shots participants at your facility. Soccer Shots will also share the data with US Youth Soccer and your State Association. 5

How does Soccer Shots pricing compare to similar/other programs? Soccer Shots determines local market pricing after evaluating pricing for comparable programs such as dance, music, karate, and other sports programs. Soccer Shots pricing may be different than existing recreation soccer programs. The reasons for this could be that Soccer Shots programs include professional management, trained and paid coaches, marketing budgets, branded jerseys, and proactive and ongoing communication with parents. Is not Soccer Shots our competitor? Soccer Shots may already be in your community attracting first time soccer players. For this reason alone, you may view Soccer Shots as a competitor. But Soccer Shots wants to partner with you and wants to support your club. Rather than operate Soccer Shots programs at a facility near you, Soccer Shots would rather grow an even stronger program on your field, with your club’s support. Soccer Shots is interested in the success of your club and the success of soccer in our communities. What about ages 6-8? Nationwide, nearly 90% of all Soccer Shots participants are between the ages of 2-5. While Soccer Shots does offer programs for children ages 6-8, its overall program model is different than a club’s model. Soccer Shots is not a club and does not intend to become one. Children who “age out” of Soccer Shots at your club will be made aware of your club’s programs. Additionally, children ages 6-8 involved in Soccer Shots programs offsite (a small segment of Soccer Shots participants) will also be made aware of your club. Will Soccer Shots partner with other clubs too? Soccer Shots will partner with clubs that are mission-aligned, are partner-worthy and share their vision to grow participation in soccer. This means that, yes, Soccer Shots may partner with more than one US Youth Soccer member club in a city. However, to players/families participating in Soccer Shots at your facility, Soccer Shots will only actively promote your club. Are Soccer Shots coaches qualified? Soccer Shots coaches are trained through Soccer Shots’ national e-learning academy and must complete a minimum of 20 hours of Soccer Shots e-learning and on field training in order to be a certified Soccer Shots coach. Soccer Shots coaches may only coach Soccer Shots’ proprietary curriculum, which is designed under the guidance of childhood education specialists, professional soccer players and experienced/licensed soccer coaches. It incorporates components from U.S. Soccer methodology and is aligned with state standards for early childhood education. Does Soccer Shots play games? Soccer Shots emphasizes activities that allow each child to have a ball and get maximum touches throughout the session. According to child development experts and evidenced by Soccer Shots program experts, children ages 2-5 require ongoing repetition with the ball to develop comfort with the ball and basic soccer skills. Scrimmaging (“games”) is introduced with children as young as age 3 and a short game is played during the last 5 to 7 minutes of every Soccer Shots session. In general, exposure to competition in the traditional sense is not developmentally appropriate for children ages 2-5. 6

What about risk and liability? Is my club responsible? Soccer Shots provides general liability and accident medical insurance for all Soccer Shots players in its program. Your club and your State Association need not incur an additional expense to insure Soccer Shots players. Soccer Shots will provide your club with an insurance certificate and copies of background clearances for their coaches, as requested. Are all Soccer Shots participants registered with US Youth Soccer? As part of this relationship, US Youth Soccer has required all Soccer Shots participants to be registered with both US Youth Soccer and the applicable Member State Association. This will have a significant positive impact on Member State Association total registration counts and will further the US Youth Soccer mission of improving the lives of America’s youth through the game of soccer. Can my club purchase a Soccer Shots franchise? Most likely, the Soccer Shots franchise is already owned in your territory. In addition to partnering with your club, the local Soccer Shots operator (franchise owner) is growing programs at childcare centers, preschools and other community partners throughout your entire city. His/her team may consist of several full-time team members as well as a team of certified Soccer Shots coaches. What if Soccer Shots is not in my state or town? Soccer Shots awards franchises to individuals, or in some cases ownership groups, who have a passion for soccer and growing a business. They have not historically sold franchises to clubs, leagues or Associations. If you are interested in learning more about Soccer Shots franchising opportunities, please visit www.soccershotsfranchising.com. How do I connect with Soccer Shots locally? The best way to be introduced to your local Soccer Shots operator is to email [email protected] and provide the name and address of your club. You will be introduced to your local Soccer Shots operator within 24 hours. How do I get started? Meet, in person, with your local Soccer Shots operator. Understand and agree to the terms of the partnership and sign the Strategic Alliance Agreement. Provide the Soccer Shots operator access to field space, agree to dates and times and post the details on your website. Your Soccer Shots operator will take it from there. Contacting Soccer Shots If you have additional questions about how and why to partner with Soccer Shots, please email [email protected]. 6 7

EXHIBIT A STRATEGIC ALLIANCE AGREEMENT THIS STRATEGIC ALLIANCE AGREEMENT (the “Agreement”) is made and entered into effective as of , 2018 (the “Effective Date”), by and between [SOCCER SHOTS FRANCHISEE] (hereinafter referred to as “Operator”) and [US YOUTH SOCCER MEMBER] (hereinafter referred to as “US Youth Soccer Member”). RECITALS WHEREAS, Operator is the independent owner and operator of a Soccer Shots franchise; and WHEREAS, Soccer Shots Franchising, LLC (“Soccer Shots”), through its national network of franchisees, including Operator, is committed to offering best-in-class soccer programming to youth under the age of 8; and WHEREAS, US Youth Soccer Member is a member of US Youth Soccer (“US Youth Soccer”), a non-profit and educational organization whose mission is to foster the physical, mental and emotional growth and development of America’s youth through the sport of soccer at all levels of age and competition; and WHEREAS, Soccer Shots has developed programming specifically designed to serve the 2 to 5 year old demographic (the “Program); and WHEREAS, Soccer Shots and US Youth Soccer have developed a joint marketing initiative pursuant to which its local franchisees and US Youth Soccer Members can partner to provide high quality soccer programming to 2 to 5 year olds, thereby supporting the local Soccer Shots franchisee, increasing overall enrollment in US Youth Soccer, compensating the local US Youth Soccer Member for its support of the Program, and increasing the likelihood that participating children will later enroll in the local US Youth Soccer Member’s programs; and WHEREAS, US Youth Soccer Member and Operator desire to partner to provide the Program in the local community; and WHEREAS, US Youth Soccer Member and Operator each desire to enter into this Agreement to better define their association for the aforesaid purposes. AGREEMENTS NOW, THEREFORE, in consideration of the premises and the mutual promises and covenants set forth herein, and intending to be legally bound, the parties hereby agree as follows: 1. Recitals. The foregoing recitals are incorporated into this Agreement. 2. Program. During the Term: a. US Youth Soccer Member shall: (i) include on its website the Soccer Shots logo and a link to the Operator’s website; (ii) actively promote Soccer Shots programs to their customer base through email marketing and other means (iii) make available to the Operator access to fields (indoor or outdoor, as mutually agreed) on which the Program will be conducted, without charge to the Operator, which fields shall meet the 8

standards communicated to the US Youth Soccer Member by the Operator; and (iv) refrain from providing or promoting competing programming for youth ages 2 to 5. b. Operator shall: (i) identify the US Youth Soccer Member as a partner on its website, with a link to the US Youth Soccer Member’s website; (ii) design, develop, market and operate the Program, including, without limitation (A) determining its Program pricing and managing season scheduling, promotion and registration; (B) hiring, training, evaluating and managing coaches; and (C) communicating weekly session summaries and weather-related cancellations to parents/guardians; (iii) register all registrants in the Program with US Youth Soccer in accordance with instructions provided by Soccer Shots; (iv) for each individual who pays the annual registration fee in connection with enrolling in the Program during a calendar year, remit $5.00 to US Youth Soccer (Note: US Youth Soccer will keep $1.00, will deliver $3.00 to the state association under which the US Youth Soccer Member was formed and will deliver $1.00 to the U.S. Soccer Federation (this is the maximum paid to each organization, per registrant, per year); (v) remit to the US Youth Soccer Member 10% of the Program enrollment fees (excluding annual registration fees) actually collected from each registrant in the Program; and (vi) inform registrants aging out of the Program of the opportunities afforded to them by continuing participation in the programs offered by the US Youth Soccer Member. Notwithstanding anything contained herein to the contrary, no fee shall be due pursuant to sub clause (iv) or (v) unless actually collected from the registrant in the Program. Within thirty (30) days following the commencement of a Program season, Operator shall provide to the US Youth Soccer Member a report of all registrants for the current Program season and enrollment fees collected. 3. Risk Management. Operator, at their own expense, will maintain commercial general liability insurance with a per occurrence limit of not less than $1,000,000, abuse and molestation coverage with a per occurrence limit of not less than $1,000,000, and workers’ compensation insurance as required by applicable law. US Youth Soccer Member will be named as an additional insured on Operator’s commercial general liability insurance policy. Any insurance maintained by US Youth Soccer Member will be excess and non-contributing. Operator will provide US Youth Soccer Member with state specific background checks/clearances for all coaches, as requested. 4. Independent Contractor. The parties enter into this Agreement as independent contractors and nothing contained in this Agreement and no act done under this Agreement shall be construed as establishing a partnership, joint venture, or employer/employee relationship between the parties or constitute either party as the agent of the other. 5. Use of Logos and Trademarks; Intellectual Property Ownership. Each party hereby grants to the other, for the Term of this Agreement, a non-exclusive license to use such party’s name, logo and trademarks (“Logos”) in connection with the promotion and marketing of the Program pursuant hereto (the “Marketing Services”). Each party shall own and maintain all intellectual property rights in such party’s Logos and other content provided to the other for use in the Marketing Services. Upon termination of this Agreement, each party shall cease use of all Logos and other content owned or provided by the other party. Each of the parties acknowledge and agree that the use of the name, logo and/or trademarks of Soccer Shots and US Youth Soccer shall be permitted only upon the prior written consent or instruction of Soccer Shots or US Youth Soccer, as applicable, which may be withheld, modified or revoked in such party’s discretion. 6. Representations and Warranties. Each party represents, warrants and covenants to the other that: (a) it will not, in the course of performing its obligations or providing the services required hereunder, infringe or misappropriate, any intellectual property right of any other person; (b) it has the full right, power and authority to enter into and perform this Agreement without the consent of any third party; and (c) it will 9

refrain from any unethical conduct, will maintain high standards of professionalism and will comply with all laws, regulations and ordinances applicable to such party’s operations. 7. Mutual Indemnification. Each party, in recognition of the consideration each has received, agrees to hold the other party and its franchisors, affiliates, officers, employees and agents harmless, and to indemnify such other party, its franchisors, affiliates, officers, employees and agents, against all losses, claims, reasonable attorney’s fees and expenses, which result from breach of this Agreement by the indemnifying party or from the negligent acts or omissions or willful misconduct of the indemnifying party, its affiliates, officers, employees and agents in the performance of any services or duties hereunder, but not to the extent caused by the gross negligence or willful misconduct of the indemnified party, its affiliates, officers, employees or agents. This section shall survive the termination of this Agreement. 8. Term and Termination. This Agreement shall be for a two (2) year period (the “Term”) beginning on the date first mentioned above and, if not previously terminated pursuant to the terms of this Agreement, ending on , 20 . Unless written notice of nonrenewal is given by December 31, 20 and by December 31 of each successive calendar year thereafter, the Term shall be automatically extended an additional twelve (12) months. Notwithstanding the foregoing, either party may terminate this Agreement if the other party breaches a material term of this Agreement and fails to cure such breach within thirty (30) days of written notice of such breach. Except as otherwise noted, neither party shall be liable to the other for damages or for reimbursement of costs incurred by the other party as a result of any termination hereunder. 9. Amendments. This Agreement may only be amended by a written instrument, signed by each of the parties hereto, which expresses by its terms an intention to modify this Agreement. 10. Other Activities. Except as otherwise specifically provided in this Agreement, the parties are free to engage in any activities they deem appropriate, without consulting with or obtaining approval from the other party. Following the termination of this Agreement, the parties are free to engage in any activities as if this Agreement had never been in force. 11. Confidentiality. Each party hereto is specifically prohibited from disclosing any of the terms of this Agreement or any other agreements between it and the other party to any other party. The parties acknowledge that any breach of this Section 10 by either party would result in irreparable and continuing injury to the other and, therefore, in addition to any other remedy which may be afforded it by law, in the event of any breach or threatened breach of Section 10, the non-breaching party may obtain a restraining order and/or injunction or any other equitable remedy of any court of competent jurisdiction, without the posting of a bond. The rights, remedies and benefits herein expressly specified are cumulative and not exclusive of any right, remedies or benefits which either party may otherwise have by contract or by law. This section shall survive the termination of this Agreement. 12. Notices. All notices, demands and other communications which may or are required to be given hereunder or with respect hereto shall be in writing, and shall be given either by personal delivery, United States Registered or Certified Mail, Return Receipt Requested, or recognized overnight courier and shall be addressed to the respective parties as follows: If to Operator: 10

or to such other address as Operator may from time to time designate by prior written notice to US Youth Soccer Member. If to US Youth Soccer Member: or to such other address as US Youth Soccer Member may from time to time designate by prior written notice to Operator. 13. Entire Agreement. This Agreement and the accompanying exhibits constitute the entire agreement among the parties hereto and supersede all prior agreements, understandings, negotiations and discussions, both written and oral, between Operator and the US Youth Soccer Member relating to the subject matter covered herein. 14. No Waiver or Consent. No waiver of or consent given under any of the provisions of this Agreement shall be deemed, or shall constitute, a waiver of or consent given under any other provision or with respect to any other matter, whether or not similar, nor shall any waiver or consent constitute a continuing waiver or consent. No waiver or consent shall be binding unless executed in writing by the party giving such waiver or consent. 15. Assignment. Neither party may assign its rights or delegate its duties under this Agreement, either in whole or in part, without the prior written consent of the other party. 16. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania, without giving effect to the principles of conflicts of law thereof. 17. Arbitration. Any claim or controversy of whatever nature, including but not limited to tort or contract claims, claims based upon any federal, state or local statute, law, order, ordinance or regulations, and claims relating to or arising out of any relationship before, at the time of entering, during the term of, or upon or after termination of this Agreement, shall be resolved by final and binding arbitration, administered by the American Arbitration Association in [APPLICABLE STATE]. Judgment upon the award may be entered in any court of competent jurisdiction in [APPLICABLE STATE]. The non- prevailing party in any arbitration or litigation arising hereunder shall pay for the prevailing party’s costs and expenses of such arbitration or litigation, including, without limitation, the prevailing party’s reasonable attorneys’ fees. 18. Headings. The sections and other headings contained in this Agreement are for reference purposes only and shall not affect the meaning or interpretation of any provisions of this Agreement. 19. Counterparts. This Agreement may be executed in any number of counterparts and by the parties hereto in separate counterparts, each of which shall be deemed to be one and the same instrument. 20. Binding Effect. This Agreement shall be binding upon, and inure to the benefit of the Operator and US Youth Soccer Member and their respective representatives, successors and permitted assignees. 21. Publicity. The timing and content of any and all public statements, announcements or other publicity concerning the transactions contemplated herein shall be mutually agreed upon by Operator and the US Youth Soccer Member, which agreement shall not be unreasonably withheld. 11

22. No Third Party Beneficiaries. There are no third party beneficiaries of this Agreement. [signature page follows] 12

IN WITNESS WHEREOF, the parties hereto, each acting under due and proper authority and intending to be legally bound, have executed this Agreement as of the Effective Date. [SOCCER SHOTS FRANCHISEE] By: Name: Title: [US YOUTH SOCCER MEMBER] By: Name: Title: 13