SIDELINE

Terms of Service

These Terms of Service ("Terms") govern your use of the Sideline mobile application and website (the "Service"), operated by Sideline NIL LLC, a Pennsylvania limited liability company ("Sideline," "we," "us"). By creating an account or using the Service, you agree to these Terms and our Privacy Policy. If you do not agree, do not use the Service.

1. What Sideline is

Sideline is a marketplace that connects student-athletes with businesses for paid name, image, and likeness ("NIL") promotional deals. Sideline provides tools for posting and applying to deals, generating contracts, messaging, and collecting and holding payment through our payment processor, Stripe. Sideline is not a party to any deal between an athlete and a business. Sideline is not an agent, agency, employer, broker, or representative of any athlete or business, and does not guarantee that any athlete will receive any deal or that any business will receive any result.

2. Eligibility and accounts

• You must be at least 18 years old, or at least 17 and permitted by applicable law to enter contracts, to use the Service. If you are a minor under the law where you live, you may use the Service only with the involvement and consent of a parent or legal guardian where required.
• Athletes must be enrolled student-athletes and sign up with a valid school (.edu) email address. Businesses must be legitimate businesses with authority to enter agreements.
• You must provide accurate information and keep your login credentials secure. You are responsible for all activity under your account.

3. Athlete responsibilities and NIL compliance

NIL rules differ by school, athletic conference, the NCAA, and state law, and they change over time. You are solely responsible for knowing and following the NIL rules that apply to you, including any requirement to disclose or get approval for a deal from your school or athletic department, and for any restrictions on eligibility. Sideline does not provide legal, compliance, or eligibility advice, and use of the Service does not guarantee that a deal is permitted under your school's or any governing body's rules.

4. Taxes

Athletes are independent contractors, not employees of Sideline or of any business. You are solely responsible for reporting and paying all taxes on money you receive. Sideline may be required by law to collect tax information and to report payments to tax authorities. Sideline does not provide tax advice.

5. Deals, contracts, and deliverables

• Businesses set deal terms, including the deliverable, amount, and number of spots. Athletes choose whether to apply.
• When a business accepts an athlete, Sideline generates a contract based on the deal terms. By typing your name and signing in the app, you agree to that contract. The contract is between the athlete and the business only.
• Athletes agree to complete the deliverable as described. Businesses agree to review and confirm completed work in good faith.
• Content you post must comply with the law, platform rules (for example, Instagram and TikTok advertising disclosure requirements, including FTC endorsement rules), and the contract.

6. Payments and fees

• Payments are processed by Stripe. By using payments you also agree to Stripe's terms. Sideline never stores full card or bank numbers.
• Businesses pay the deal amount plus a Sideline platform fee (currently 20% of the deal amount), which is shown before payment. The athlete receives 100% of the deal amount, subject to payment processor and bank processing.
• After the business pays, Sideline holds the payment through Stripe. It is paid to the athlete after both parties mark the deal complete. If a deal is terminated before completion, the held amount is refunded to the business, subject to the dispute process below. Sideline is not an escrow agent and does not provide escrow services.
• Athletes must complete payout setup with Stripe to receive funds. Sideline is not responsible for delays caused by Stripe, banks, or incomplete payout setup.
• Platform fees are non-refundable once a deal is completed, except where required by law.

7. Disputes between users

Athletes and businesses are expected to resolve disagreements directly through the in-app chat. If they cannot, either party may contact support. Sideline may, but is not required to, review a dispute and decide whether held funds are paid to the athlete or refunded, based on the information available. Sideline's decision about held funds is final as between the parties, but does not limit any legal rights they have against each other.

8. Acceptable use

You agree not to:

• Post false, misleading, illegal, discriminatory, harassing, or sexually explicit content, or content that infringes someone else's rights.
• Impersonate another person or business, or provide false information about yourself, your school, or your business.
• Use the Service to move deals or payments outside Sideline to avoid fees, to commit fraud, or to launder money.
• Spam, scrape, reverse engineer, or interfere with the Service or other users.
• Use the Service for deals involving alcohol, gambling, tobacco or vaping, cannabis, adult content, firearms, or anything else prohibited by law or by applicable NIL rules.

Sideline has zero tolerance for objectionable content and abusive users. Sideline filters messages, deals, and profiles for objectionable language. You can report a user or conversation with the flag button in any chat, and block a user so they can no longer message you or apply to your deals. We review reports within 24 hours. When content or a user violates these Terms, we remove the content and suspend or terminate the account responsible, with or without notice.

9. Your content and license

You keep ownership of the content you submit (such as profile photos, bios, and messages). You give Sideline a non-exclusive, worldwide, royalty-free license to host, display, and process that content to operate and improve the Service. Rights in the promotional content an athlete creates for a deal, including any usage rights granted to the business, are governed by the contract between them.

10. Ratings

Businesses may rate athletes after a completed deal. Ratings are intended to be honest feedback about the deal. We may remove ratings that are abusive or fraudulent.

11. Termination and account deletion

You may delete your account at any time in the app (Settings) or by contacting support. We may suspend or end your access if you violate these Terms. Deleting your account does not cancel obligations under deals already in progress, and we may retain contracts and payment records as described in the Privacy Policy.

12. Disclaimers

The Service is provided "as is" and "as available," without warranties of any kind, whether express or implied, including fitness for a particular purpose and non-infringement. We do not guarantee that the Service will be uninterrupted or error-free, or the identity, conduct, or reliability of any user.

13. Limitation of liability

To the fullest extent permitted by law, Sideline and its owners, employees, and affiliates will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits, eligibility, or opportunities, arising from your use of the Service or from any deal between users. Our total liability for any claim relating to the Service will not exceed the greater of (a) the platform fees you paid to Sideline in the 12 months before the claim, or (b) $100. Some jurisdictions do not allow certain limitations, so parts of this section may not apply to you.

14. Indemnification

You agree to defend and indemnify Sideline against claims, damages, and expenses (including reasonable attorneys' fees) arising from your content, your deals, your violation of these Terms or the law, or your violation of any school, conference, or NIL rules.

15. Governing law and disputes

These Terms are governed by the laws of the Commonwealth of Pennsylvania, without regard to conflict-of-law rules. Before filing a claim, you agree to first contact us and try to resolve the dispute informally for at least 30 days. Any dispute that is not resolved will be brought in the state or federal courts located in Centre County, Pennsylvania, and you consent to that jurisdiction. Nothing in these Terms limits any rights you have under mandatory consumer protection laws.

16. Changes to these Terms

We may update these Terms from time to time. We will post the updated version here and update the date above. Material changes will be communicated in the app or by email. Continued use of the Service after changes take effect means you accept them.

17. Contact

Sideline NIL LLC
State College, Pennsylvania
sidelinenil@gmail.com