Terms and conditions
- Sportskred Limited (“Sportskred”) provides an online channel and platform (the “Platform”), which connects athletes and sports agents with media agents, companies and brands seeking to conduct commercial sponsorship and endorsement transactions to reach targeted audiences which is accessible at www.sportskred.com (the “Site”) or via an application for mobile devices (the “Mobile Application”).
- By using the Platform via the Site or Mobile Application, you confirm that you accept these terms and conditions (the “Terms”) and that you agree to comply with them, whether or not you become an Athlete, Sports Agent, Media Agent or Brand. Please read these Terms carefully before you start to use, or when prompted during use of, the Platform via the Site or Mobile Application, as these will apply to your use of the Platform via the Site and/or Mobile Application. We recommend that you print a copy of this for future reference.
- Sportskred may revise these Terms at any time by amending this page. Please check this page from time to time to take notice of any changes we made, as they are binding on you.
- If you do not agree to these Terms, you must not use our Site or Mobile Application.
- The Site is operated by Sportskred. Sportskred is registered in England and Wales under company number 09858691 and its registered office is at c/o The Clubhouse, 50 Grosvenor Hill, Mayfair, London, W1K 3QT.
- The definitions and rules of interpretation set out in Schedule 1 of these Terms shall apply.
- A reference to a statute or statutory provision is a reference to such statute or statutory provision as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted;
- Any phrase introduced by the terms including, include, in particular or any similar expression, shall be construed as illustrative and shall not limit the sense of the words preceding those terms; and
- A reference to writing or written includes faxes and emails.
- Unless explicitly specified otherwise on the Site or Mobile Application,
Sportskred’s responsibilities are limited to:
- facilitating the availability of the Platform via the Site and Mobile Application and providing the Platform Services; and
- complying with its obligations, including in respect of payment, pursuant to these Terms.
- Sportskred may update the Site, Mobile Application and Platform Services, and any content contained thereunder, from time to time. However, please note that any of the content on the Site or Mobile Application may be out of date at any given time, and Sportskred is under no obligation to update it.
- Sportskred does not guarantee that the Site or Mobile Application, or any content contained thereunder, will be free from errors or omissions.
- In order to create a Listing or make an Offer, you must register to create a Sportskred Account and become a Registered User. This can be done on either the Site or Mobile Application.
- We will create your Sportskred Account and your Profile for your use of the website application based upon the personal information you provide to us. During this process you will choose a password or any other piece of information as part of our security procedures. You must treat your password as confidential and you must not disclose same to a third party.
- You agree to provide accurate, current and complete information during the registration process and to update such information to keep it accurate, current and complete. Furthermore, you will take sole responsibility for any activities or actions under your Sportskred Account, whether or not you have authorised such activities or actions. You will immediately notify Sportskred of any unauthorised use of your Sportskred Account.
- Sportskred has the right to disable or suspend any Sportskred Account, identification code or password, whether chosen by you or allocated by us, at any time, if in our reasonable opinion you have failed to comply with any of the provisions of these Terms.
- If we exercise our discretion under these Terms to do so, any or all of the
following can occur with or without prior notice or explanation to you:
- your Sportskred Account will be deactivated or suspended, and you will not be able to access the Site, Services, Mobile Application, your Sportskred Account;
- any pending or accepted future bookings as either Athlete, Sports Agent, Media Agent or Brand will be immediately terminated;
- in respect of an Offer or Proposal, we may communicate to the other party, whether Athlete, Sports Agent, Media Agent or Brand (as applicable) that a potential or accepted Offer has been cancelled.
- You may cancel your Sportskred Account at any time by sending an email to team@Sportskred.com, or deleting the account from within the Platform.
- Please note that if your Sportskred Account is cancelled, Sportskred does not have an obligation to delete or return to you any Content you have posted to the Platform via the Site or Mobile Application.
- Sportskred shall provide the following services to Users subject to the terms and
conditions of these Terms:
- hosting, maintenance and provision of the Platform; and
- administering and facilitating the Offer Process and the Transaction Process, together the “Platform Services”.
- When applying to become a registered user, you will be asked a variety of questions, including, but not limited to your name and email address. Sportskred will promptly notify you as to whether you have been accepted as a registered user on the site.
- Once accepted as a registered user by us, your profile details (that you enter and confirm) will be made publicly available on the Platform via the Site and Mobile Application. Brands and/or Media Agents will be able to make an Offer on the Platform via the Site and Mobile Application based upon the information provided in an Athlete’s Profile. Athletes interested in receiving an Offer will be able to contact Brands on the Platform via the Site and Mobile Application to make a proposal (“Proposal”).
- For the avoidance of doubt, Sportskred may choose to reject a Sign-up/Registration request at its own discretion and for any reason, which need not be disclosed to you. You acknowledge and agree that, to the maximum extent permissible by law, Sportskred shall not be liable for any loss incurred by you in connection with a rejected sign up/registration.
- You acknowledge and agree that you are responsible for the accuracy and truthfulness
of the information you post in your profile on the site. Accordingly, you represent
and warrant that any information you post, any Offer (in the case of a Brand or
Media Agent) or Proposal (in the case of an Athlete) you make:
- will not breach any agreements you have entered into with any third parties; and
- will (a) be in compliance with all applicable laws, Tax requirements, and rules and regulations that may apply to information you post (including having all required consents, licenses and registrations), and (b) not conflict with the rights of third parties.
- will not bring damage or reputational risk to any party.
- Sportskred assumes no responsibility for a User’s compliance with any agreements with or duties to third parties, applicable laws, rules and regulations. Sportskred reserves the right, at any time and without prior notice, to remove or disable access to any registered user’s account) for any reason, including profiles that Sportskred, in its sole discretion, considers to be objectionable for any reason, in violation of these Terms, or otherwise harmful to the Site, Mobile Application or Platform.
- Sportskred cannot and does not control the content contained in the Profiles of any registered users and the condition, legality or suitability of any Profile. Sportskred is not responsible for and disclaims any and all liability related to any and all Profiles. Accordingly, any Offers or Proposals will be made at your own risk.
- If a Brand or Media Agent searches and adds an Athlete to a campaign shortlist on the Platform via the Site or Mobile Application, it shall not enter into any contractual relationship with that Athlete by any means other than pursuant to these Terms, for a period of twelve (12) months from the date and time at which the Brand first searched for the Athlete on the Platform via the Site or Mobile Application (as determined by Sportskred in its sole discretion) (the “First Exclusivity Period”).
- Notwithstanding paragraph 8.1, in respect of any Transaction, the Brand or Media Agent and the Athlete in question shall not enter into any contractual relationship with each other by any means other than pursuant to these Terms, for a period of twelve (12) months from the Transaction Agreement Time (the “Second Exclusivity Period”).
- Any contractual relationship entered into between a Brand and an Athlete outside of either the First Exclusivity Period or the Second Exclusivity Period by any means other than pursuant to these Terms shall be between the Athlete and the Brand or Media Agent and Sportskred shall not be a party thereto.
- Each Offer shall be deemed to be a separate offer by the Brand or Media Agent to the Athlete in question to procure the Athlete Services in accordance with the terms and conditions of these Terms and the applicable Offer Form, which the Athlete shall be free to accept or decline, acting reasonably.
- If you (as an Athlete) receive an Offer, you will have a limited period from the time of the Offer (the “Acceptance Period”) to confirm or reject the Offer, otherwise the Offer will be automatically declined on your behalf once the acceptance period has elapsed.
- Upon receiving an Offer, we will share with the applicable Athlete a link to the Brand’s and/or Media Agent’s Profile, so that it can view such information before accepting or rejecting the Offer.
- An Offer shall only be deemed to be accepted when Sportskred notifies both the Brand and the Athlete either by email or through the Platform that the Offer in question has been accepted by the Athlete and subsequently booked by the Brand (or Media Agent), at which point and on which date the Transaction and the Transaction Agreement shall come into existence (the “Transaction Agreement Date”).
- In order for an Offer to be completed by the Athlete, the Brand (or Media Agent)
understands and agrees that Sportskred, on behalf of the Athlete, reserves the
right, in its sole discretion, to:
- charge, by way of invoice, the full amount for the value of the Offer once booked
- charge fees that will be deducted from the amount the brand or Media Agent pays before paying the athlete for their services.
- Cancel the offer if the brand has not paid before the start date of the athlete services.
- Sportskred shall assign a Transaction reference number to each Transaction entered into and shall notify such Transaction number to the applicable Brand or Media Agent and Athlete or Sports Agent. Each party shall use the relevant Transaction reference number in all subsequent correspondence relating to the Transaction.
- The Brand or Media Agent, and not Sportskred, shall be solely responsible for honouring any Offers made and booked on the platform via the Site or Mobile Application in accordance with these Terms.
- The Athlete, and not Sportskred, shall be solely responsible for honouring any Offers accepted on the platform via the Site or Mobile Application in accordance with these Terms.
- If an Athlete or Sports Agent chooses to accept an Offer, and the Brand or Media Agent has booked the offer, then all parties understand that they will be required to enter into a Transaction Agreement and both the Brand or Media Agent and the Athlete or Sports Agent agree to accept the terms, conditions, rules and restrictions set out in the applicable Transaction Agreement. Both the Brand or Media Agent and the Athlete acknowledge and agree that them, and not Sportskred, will be responsible for performing the obligations of any such Transaction Agreement and, with the exception of Sportskred's payment obligations hereunder, Sportskred shall not be liable in respect of any claim arising from or related to any such Transaction Agreement.
- In respect of a Transaction, unless otherwise agreed to in writing by both the Brand or Media Agent and the Athlete or Sports Agent, the Transaction Agreement shall take the form of the Default Transaction Agreement.
- If a Brand or Media Agent and Athlete or Sports Agent agree in writing that they wish to use an alternative Transaction Agreement to the Default Transaction Agreement, or make any additions or amendments to the Default Transaction Agreement, they may do so provided such replacement Transaction Agreement, or additional or alternative terms, do not in any way affect the rights or responsibilities of Sportskred pursuant to the Sportskred Terms and Conditions to which both the Brand or Media Agent and Athlete or Sports Agent are a party, or violate the terms of the Sportskred Terms and Conditions in any way.
- You acknowledge that Sportskred is not a party to any Transaction Agreement, except as a third-party beneficiary as described further at paragraph 10 below (Payment Terms).
- Sportskred shall communicate to the Brand or Media Agent the Total Fees which would be payable by a Brand or Media Agent in accordance with paragraph 13.1 should a particular Transaction be entered into, prior to an Offer being made.
- Upon acceptance of an Offer by an Athlete or Sports Agent, and confirmation by way of booking by the Brand or Media Agent, the Brand or Media Agent shall be obliged to pay Sportskred the Total Fees in accordance with the payment provisions contained in the Transaction Form.
- Upon Sportskred’s receipt in full of the Total Fees from the Brand in accordance with paragraph 13.1, Sportkred will ensure that the payment is kept in escrow. After the Athlete has completed the assignments as agreed in the offer, Sportskred shall pay the Athlete Services Fees, less the Sportskred Athlete Fee to the Athlete in accordance with the payment provisions contained in the Offer Form. In the event that Sportskred does not comply with its obligations under this paragraph 10.2, the applicable Athlete shall have recourse against Sportskred only.
- Each Athlete agrees that Sportskred may:
- permit the Brand or Media Agent to cancel the Transaction prior to the start date of the assignments; and
- refund to the Brand that portion of the Athlete Services Fees specified at paragraph 11 below (Cancellation).
- Upon an Athlete not carrying out the assignments in accordance with the agreed Offer, Sportskred shall refund to the applicable Brand any amounts collected by Sportskred from the Brand in respect of that Offer, in accordance with paragraph 11 below (Cancellation), and shall release, or arrange to be released, any pre-authorisation of such Brand’s credit card, if applicable.
- The Brand acknowledges that Sportskred cannot control any fees that may be charged to a Brand by his or her bank in relation to a Brand’s payment, and Sportskred’s collection, of the Total Fees, and Sportskred disclaims all liability in this regard.
- In connection with any Offer, a Brand may be asked to provide customary billing information such as name, billing address and credit card information either to Sportskred or its third-party payment processor(s) and you hereby agree to comply with any such requests.
- Where applicable, Taxes may also be charged in respect of the Sportskred Athlete Fee and the Sportskred Brand Fee.
- Except as otherwise provided herein, the Sportskred Athlete Fee and the Sportskred Brand Fee shall be non-refundable.
- The Brand shall make each payment due to Sportskred under these Terms, in full and in cleared funds, on or before the due date as set out in the relevant Transaction Form (“Payment Due Date”), to a bank account nominated in writing by Sportskred.
- Without prejudice to any other rights or remedy that it may have, if a Brand fails to make any payment due to Sportskred under these Terms by the Payment Due Date, it shall pay interest on the overdue amount at the rate of 8% per cent per annum above the Bank of England’s base rate from time to time. Such interest shall accrue on a daily basis from the Payment Due Date until actual payment of the overdue amount, whether before or after judgment. The Brand shall pay the interest together with the overdue amount. Sportskred shall have the right to suspend the Platform Services until payment has been made in full. SK will also have full right to cancel any assignments with the athlete.
- In relation to payments disputed by Brands in good faith, interest under this clause is payable only after the dispute is resolved, on sums found to be due, from the Payment Due Date until payment.
- All sums payable to Sportskred under these Terms shall become due immediately on cancellation or termination of the Platform Services, despite any other provision. This clause 10.14 is without prejudice to any right or claim for interest under the law, or any such right under these Terms.
- All amounts due under these Terms and the applicable Transaction Agreement shall be paid in full without any set-off, counterclaim, deduction or withholding (other than any deduction or withholding of Tax as required by law).
- If you dispute any payment or other statement of monies due under these Terms, you shall immediately notify Sportskred in writing. The parties shall negotiate in good faith to attempt to resolve the dispute promptly.
- Cancellation by the Brand
- If a Brand cancels a Transaction more than [fifteen (15) days] prior to the Athlete Services Commencement Date, no cancellation fee shall be payable by the Brand to Sportskred.
- If a Brand cancels a Transaction less than [fifteen (15) days] prior to the
Athlete Services Commencement Date, Sportskred shall be entitled to retain
% of the Athlete Services Fees (the “ Short Notice Brand Cancellation
Fee”). The Brand Cancellation Fee shall be divided between
Sportskred and the relevant Athlete in the following proportions:
- 50% of the Short Notice Brand Cancellation Fee shall be forwarded to the Athlete; and
- 50% of the Short Notice Brand Cancellation Fee shall be retained by Sportskred.
- If a Brand cancels a Transaction after the Athlete Services Commencement
Date, Sportskred shall be entitled to retain 50% of the balance of the
Athlete Service Fees (the “No Notice Brand Cancellation Fee”). The Brand
Cancellation Fee shall be divided between Sportskred and the relevant
Athlete in the following proportions:
- 50% of the Short Notice Brand Cancellation Fee shall be forwarded to the Athlete; and
- 50% of the Short Notice Brand Cancellation Fee shall be retained by Sportskred.
- Cancellation by the Athlete
If an Athlete cancels a Transaction prior to the commencement date, then:
- Sportskred will refund the Total Fees for such booking to the applicable Brand within a reasonable time of the cancellation; and
- the Brand will receive a confirmatory email or other communication from Sportskred containing alternative athlete profiles and other related information.
- If an Athlete cancels a Transaction, Sportskred has the right (in its sole discretion) to impose a cancellation fee (the “Athlete Cancellation Fee”).
- If an Athlete cancels a Transaction prior to the commencement date, then:
- All Listings will be covered under our Sportskred insurance package (see policy details and coverage at www.sportskred.com).
- You warrant that any such contribution does comply with those standards, and you will be liable to Sportskred and indemnify Sportskred for any breach of that warranty.
- Any Content you upload to the Site or Mobile Application will be considered non-confidential and nonproprietary. You retain all of your ownership rights in your Content, but you are required to grant Sportskred and other Brands of the Site and Mobile Application a limited licence to use, store and copy that Content and to distribute and make it available to third parties.
- Sportskred also has the right to disclose your identity to any third party who is claiming that any Content posted or uploaded by you to the Site or Mobile Application constitutes a violation of their intellectual property rights, or of their right to privacy.
- Sportskred will not be responsible, or liable to any third party, for the Content or accuracy of any Content posted by you or any other Brand of the Site or Mobile Application.
- The views expressed by other Users on the Site and Mobile Application do not represent the views or values of Sportskred.
- You are solely responsible for securing and backing up your Content.
- Where the Site or Mobile Application contains links to other sites and resources provided by third parties, these links are provided for your information only. Sportskred has no control over the contents of those sites or resources.
- Sportskred is the owner or the licensee of all Intellectual Property Rights in the Platform, Site and Mobile Application, and in all Content published on it. Those works are protected by copyright laws and treaties around the world. All such rights are reserved.
- You must not use any part of any Content on the Site or Mobile Application for commercial purposes without obtaining a licence to do so from Sportskred or Sportskred’s licensors.
- If you print off, copy or download any part of the Site or Mobile Application in breach of these Terms, your right to use both the Site and Mobile Application will cease immediately and you must, at Sportskred’s sole discretion, return or destroy any copies of the materials you have made.
- When you upload or post Content to the Site and/or Mobile Application, you grant Sportskred a worldwide, irrevocable, perpetual, non-exclusive, transferable, royalty-free licence, with the right to sublicense, to use, view, copy, adapt, modify, distribute, license, sell, transfer, publicly display, publicly perform, transmit, stream, broadcast, access, view, and otherwise exploit such Content on, through, by means of or to promote or market the Site, Mobile Application and Platform.
- The rights for all content generated by an athlete and provided to a Brand or Media Agent, whether paid for or not, and irrespective whether the content is authored text, images or video, the rights to such content shall by default remain with the athlete. The Athlete will allow the brand or media agent the limited right to use such content according to the agreed athlete services, but not for other usage apart from as agreed between the Athlete and the Brand or Media Agent, not withstanding paragraph 7, Non Circumvention.
- By linking any social media profiles to Spotskred’s site, Sportskred warrants that it will never knowingly post any content to the linked social media site, and that the link will be used solely for gathering of data to enable the athlete suggested rate card to be calculated, or to check that the agreed athlete services have been completed according to the booked offer.
- You acknowledge and agree that:
- Sportskred is not a party to any contractual arrangements entered into between Athletes, Sports Agents, Brands and Media Agents, including Transaction Agreements;
- you are responsible for your own acts and omissions and are also responsible for the acts and omissions of any employees, agents, officers, subcontractors, consultants, representatives, coaches and other individuals associated with you and who are in any way involved or party to the provision of the Services by Sportskred;
- Sportskred makes recommendations for the Athlete Services Fees, however these are set by the Athlete, and Sportskred is not party to agreeing or determining the Athlete Services Fees that will be set for a Transaction Agreement;
- Sportskred shall not:
- provide Athletes with training or any equipment, labour, or materials needed for a particular Transaction Agreement; or
- provide the premises at which the Athletes will deliver any part of the Athlete Services.
- Sportskred makes no representations about, and does not guarantee:
- the quality, safety, or legality of, the Athlete Services;
- the truth or accuracy of Listings;
- the qualifications, background, or identities of Users;
- the ability of Athletes to deliver the Athlete Services;
- the ability of Brands to pay for the Athlete Services; or
- that a Brand or Athlete can or will actually enter into a Transaction.
- Sportskred is not required to and may not verify any feedback or information given to us by Athletes, Sports Agents, Media Agents or Brands, nor does Sportskred perform background checks on Athletes, Sports Agents, Media Agents or Brands.
- You hereby acknowledge and agree that Sportskred may provide information on the Platform about an Athlete or Brand, such as feedback, composite feedback, including a strength or risk score, geographical location, or verification of identity or credentials. However, such information is based solely on data that Athletes or Brands voluntarily submit to Sportskred and does not constitute and will not be construed as an introduction, endorsement, or recommendation by Sportskred; Sportskred provides such information solely for the convenience of Users.
- You expressly acknowledge, agree, and understand that:
- you are not an employee or agent of Sportskred, and Sportskred does not, in any way, supervise, direct, or control the Athletes or Athlete Services;
- Sportskred will not have any liability or obligations under or related to Transaction Agreements or any acts or omissions by you or other Users;
- Sportskred has no control over Athletes or the Athlete Services offered or rendered by Athletes; and
- Sportskred makes no representations as to the reliability, capability, or qualifications of any Athlete or the quality, security, or legality of any Athlete Services, and Sportskred disclaims any and all liability relating thereto.
- The content on the Site and Mobile Application is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the Content on the Site or Mobile Application.
- Although Sportskred make reasonable efforts to update the information on the Site and Mobile Application, Sportskred makes no representations, warranties or guarantees, whether express or implied, that the Content on the Site and Mobile Application is accurate, complete or up-to-date.
- Sportskred does not guarantee that the Site and Mobile Application will be secure or free from bugs or viruses.
- You are responsible for configuring your information technology, computer programmes and platform in order to access the Site and Mobile Application (if applicable). You should use your own virus protection software.
- You must not misuse the Site or Mobile Application by knowingly introducing viruses, trojans, or other material that is malicious or technologically harmful. You must not attempt to gain unauthorised access to the Site or Mobile Application, the server on which the Site is stored or any server, computer or database connected to the Site. Sportskred will report any breaches of the Computer Misuse Act 1990 to the relevant law enforcement authorities and shall co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use both the Site and Mobile Application will cease immediately.
- If you choose to use the Site, Mobile Application, or Platform Services, you do so at your own risk.
- Nothing in these Terms limits or excludes Sportskred's liability for:
- death or personal injury caused by its negligence;
- fraud or fraudulent misrepresentation, and in particular the representation by athletes of a social media following that has been achieved through the payment to a supplier of followers; or
- any other liability which cannot be limited or excluded by applicable law.
- Sportskred will not be liable to any User for any loss or damage, whether in
contract, tort (including negligence), breach of statutory duty, or otherwise, even
if foreseeable, arising under or in connection with:
- use of, or inability to use, the Site, Mobile Application, Platform or Platform Services;
- delays or disruptions in the Site, Mobile Application, Platform or Platform Services;
- viruses or other malicious software obtained by accessing, or linking to, the Site, Mobile Application, Platform or Platform Services;
- glitches, bugs, errors, or inaccuracies of any kind in the Site, Mobile Application, Platform or Platform Services;
- damage to your hardware device from the use of the Site, Mobile Application, Platform or Platform Services;
- the content, actions, or inactions of third parties’ use of the Site, Mobile Application, Platform or Platform Services;
- a suspension or other action taken with respect to your Sportskred Account;
- your reliance on the quality, accuracy, or reliability of Listings or other content, ratings, recommendations, and feedback, or metrics found on, used on, or made available through the Platform; and
- your need to modify practices, content, or behaviour or your loss of or inability to do business, as a result of changes to these Terms; or
- use of or reliance on any content displayed on the Platform.
- Subject to clause 20.2, Sportskred shall not be liable to you, whether in contract,
tort (including negligence), for breach of statutory duty, or otherwise, arising
under or in connection with this agreement for:
- loss of profits;
- loss of sales or business;
- loss of agreements or contracts;
- loss of anticipated savings;
- loss of or damage to goodwill;
- loss of use or corruption of software, data or information; or
- any indirect or consequential loss.
- Subject to clause 20.2 and 20.4:
- Sportskred's total liability to you (save for where you are an Athlete),
whether in contract, tort (including negligence), for breach of statutory
duty, or otherwise, arising under or in connection with these Terms and your
use of the Site, Mobile Application and Platform Services shall be limited
- the total amount that SK earned from the relevant transaction per claim; and
- in respect of all claims (connected or unconnected) in any consecutive 12 (twelve) month period, the equivalent of the total amount that SK earned from the transactions from you in that period.
- Sportskred's total liability to an Athlete, whether in contract, tort
(including negligence), for breach of statutory duty, or otherwise, arising
under or in connection with these Terms and your use of the Site, Mobile
Application and Platform Services shall be limited to:
- the total amount in respect of the assignments you have completed per claim; and
- in respect of all claims (connected or unconnected) in any consecutive 12 (twelve) month period, the equivalent of the total charges paid by Sportskred to the Athlete in that period, or one hundred pounds sterling (£100), if no such payments have been made, as applicable.
- Sportskred's total liability to you (save for where you are an Athlete), whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with these Terms and your use of the Site, Mobile Application and Platform Services shall be limited to:
- The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from this agreement.
- You are solely responsible for all of your communications and interactions with other Users and with other persons with whom you communicate or interact as a result of your use of the Platform via the Site or Mobile Application including, but not limited to, any Athletes or Brands. Sportskred makes no representations or warranties as to the conduct of other Users. You agree to take reasonable precautions in all communications and interactions with other Users and with other persons with whom you communicate or interact as a result of your use of the Site, Mobile Application or Platform Services, including, but not limited to, Brands and Athletes, particularly if you decide to meet offline or in person regardless of whether such meetings are organised by Sportskred.
- You shall indemnify and shall keep indemnified Sportskred, its officers, directors,
employees and agents from and against all claims, damages, losses, expenses, and
liabilities (including legal costs on a full indemnity basis) suffered directly or
indirectly by Sportskred arising from or in consequence of:
- the non-observance or non-performance of any of the terms or conditions of these Terms by you;
- your interaction with any other User; or
- your creation of a Listing, including but not limited to any injury, loss or damage (including loss of life) suffered by any person involved with the provision of the Platform Services by reason or in consequence of any act or omission by you.
- For the purposes of these Terms, “Force Majeure Event” shall mean an event beyond the reasonable control of Sportskred including but not limited to strikes, lock-outs or other industrial disputes (whether involving the workforce of Sportskred or any other party), failure of a utility service or transport network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or subcontractors.
- Sportskred shall not be liable to you as a result of any delay or failure to perform its obligations under these Terms as a result of a Force Majeure Event.
- If the Force Majeure Event prevents Sportskred from providing any of the Platform Services for more than seven (7) days, Sportskred shall, without limiting its other rights or remedies, have the right to terminate the Platform Services immediately and cancel your Sportskred Account by giving written notice to you.
- When you use the Platform via the Site or Mobile Application, or send emails, text messages, and other communications from your desktop or mobile device to us, you are communicating with us electronically. We will communicate with you electronically in a variety of ways, such as by email, text, posting e-mail messages or communications on the Platform. For contractual purposes, you consent to receive communications from us electronically and you agree that all agreements, notices, disclosures and other communications that we provide you electronically satisfy any legal requirement that such communications be in writing, unless mandatory applicable laws specifically require a different form of communication.
- Sportskred may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights under these Terms and may subcontract or delegate in any manner any or all of its obligations under these Terms to any third party or agent.
- You shall not, without the prior written consent of Sportskred, assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights or obligations under these Terms.
- Nothing in these Terms is intended to, or shall be deemed to, establish any partnership or joint venture between you and Sportskred, nor constitute either party the agent of the other for any purpose. Neither you nor Sportskred shall have authority to act as agent for, or to bind, the other party in any way.
- Any notice given to a party under or in connection with these Terms shall be in
writing and shall be:
- delivered by hand or by pre-paid first-class post or other working day delivery services at its registered office (if a company) or its principal place of business (in any other case); or
- sent by email to its designated email address.
Any notice shall be deemed to have been received:
- if delivered by hand, on signature of a delivery receipt;
- if sent by pre-paid first-class post or other next working day delivery service, at 9.00am on the second Business Day after posting;
- if sent by email, at 9.00am on the next Business Day after transmission.
- This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.
- If any provision or part-provision of these Terms is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms.
- If any provision or part-provision of these Terms is or becomes invalid, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.
- Except as expressly provided in these Terms, the rights and remedies provided under these Terms are in addition to, and not exclusive of, any rights or remedies provided by law.
- A waiver of any right or remedy under these Terms or by law shall only be effective if given in writing and shall not be deemed a waiver of any subsequent breach or default.
- A failure or delay by a party to exercise any right or remedy provided under these Terms or by law shall not constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict any further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.
A person who is not a party to these Terms shall not have any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of these Terms. This does not affect any right or remedy of a third party which exists, or is available, apart from that Act.
Except as set out in these Terms, no variation of these Terms, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by both parties.
These Terms and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of England and Wales.
Each party irrevocably agrees that the courts of England and Wales have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Terms or their subject matter or formation (including non-contractual disputes or claims).
|Athlete||shall mean an authorised User and sports athlete who creates a Listing via the Site or Mobile Application for the purposes of providing the Athlete Services to a Brand(s).|
|Athlete Services||shall mean advertising and/or commercial sponsorship and endorsement services and other services provided by Athletes to Brands pursuant to these Terms and the applicable Transaction Agreement|
|Athlete Services Commencement Date||shall mean the date upon which the Athlete Services shall begin, as stated in the applicable Transaction Form.|
|Athlete Services Fee||shall mean the total amount due and payable by a Brand to Sportskred to cover the Athlete’s provision of the Athlete Services.|
|Brand||shall mean an authorised User and brand or company which creates a Listing via the Site or Mobile Application for the purposes of procuring the Athlete Services from an Athlete(s).|
|Content||shall mean any content which appears on the Platform via the Site or Mobile Application, including Listings, text, graphics, images, music, software, audio, video, information or other materials.|
|Default Transaction Agreement||shall mean the default Transaction Agreement which is available through the Platform via the Site and Mobile Application or from Sportskred directly, which is made up both a Transaction Form and the Transaction Terms and Conditions.|
|Intellectual Property Rights||shall mean patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.|
|Listing||shall mean either a Profile that is listed as being available on the Platform via the Site or Mobile Application in accordance with these Terms.|
|Registered User||shall mean a User who successfully registers a Sportskred Account, including but not limited to Athletes and Brands.|
|Platform Services||shall have the meaning set out at paragraph 5.1 of these Terms.|
|Profile||shall mean either a Brand's profile or an Athlete's profile which gives details about the Brand or Athlete (as applicable) in accordance with these Terms.|
|Offer||shall mean an offer made by a Brand to an Athlete using the Platform via the Site or Mobile Application to procure Athlete Services from the Athlete, the details of which are set out in the applicable Offer section of the Transaction Form.|
|Offer Process||shall mean the process relating to an Offer commencing at the time at which the applicable Offer is made and ending at the time at which that Offer is either accepted, rejected or automatically cancelled in accordance with these Terms.|
|Platform Services||shall have the meaning set out at paragraph 5.1 of these Terms.|
|Sportskred Account||shall mean a User's account on the Platform.|
|Sportskred Athlete Fee||shall mean the fee that Sportskred charges an Athlete for the use of its online platform, which is calculated as a fixed fee per calendar day plus a percentage of the Total Fees as may be determined by Sportskred from time to time. The Sportskred Athletes Fees will be displayed to the Athlete when the Athlete is asked whether to accept or reject an Offer.|
|Sportskred Brand Fee||means the fee that Sportskred charges a Brand for the Platform Services, which is calculated as a percentage of the applicable Athlete Service Fee. The applicable Sportskred Brand Fee will be displayed to the Brand prior to the Brand making an Offer.|
|Tax or Taxes||shall mean any taxes including VAT whatsoever that Athletes, Brands or Registered Users may be required by law to pay to HMRC or any other governmental body as applicable.|
|Total Fees||means collectively the Athlete Services Fee and the Sportskred Brand Fee.|
|Transaction||shall mean the transaction entered into between an Athlete and a Brand upon acceptance of an Offer by an Athlete in accordance with these Terms.|
|Transaction Agreement||shall mean the agreement entered into between a Brand and an Athlete pursuant to paragraph 9 of these Terms which shall govern the Athlete’s provision of the Athlete Services to the Brand.|
|Transaction Agreement Date||shall mean the date upon which the Transaction begins, and which shall be specified in the applicable Transaction Form.|
|Transaction Agreement Time||shall have the meaning set out at paragraph 8.4, and which shall be specified in the applicable Transaction Form.|
|Transaction Form||shall mean the form setting out the key terms of a Transaction, which together with the Transaction Terms and Conditions shall form a Transaction Agreement.|
|Transaction Process||shall mean the process relating to a Transaction commencing at the Transaction Agreement Time and ending upon the termination of the applicable Transaction.|
|User or you, your||shall mean any user of the Platform via the Site or Mobile Application.|
|VAT||shall mean value added tax chargeable under English law for the time being and any similar additional tax.|