These Terms of Service (“Terms of Service”) are entered into between you (“you” or “your”) and Streamline Athletes Inc. (“Streamline Athletes”) and apply to Streamline Athletes services, including but not limited to the Streamline Athletes website at https://streamlineathletes.com and any subdomains (“Website”) and any other product or service to which these Terms of Service are attached (collectively, “Service”).
BY CLICKING “I AGREE” OR SIMILAR CONFIRMATION, CREATING AN ACCOUNT ON THE SERVICE OR BY USING THE SERVICE YOU ARE AGREEING TO BE BOUND BY THE TERMS OF SERVICE.
IF YOU ARE USING THE SERVICE ON BEHALF OF AN ORGANIZATION, YOU REPRESENT THAT YOU HAVE AUTHORITY TO BIND THE ORGANIZATION TO THE TERMS OF SERVICE AND ARE AGREEING TO THE TERMS OF SERVICE FOR THAT ORGANIZATION. WHERE YOU ARE USING THE SERVICE ON BEHALF OF AN ORGANIZATION, “YOU” AND “YOUR” REFER TO THE ORGANIZATION.
1. Description of the Service
1.1 The Service provided by Streamline Athletes includes an online sports recruitment platform designed to connect university athletics programs (each, a “Program”) and athletes (each, an “Athlete”).
2. Access to the Service
2.1 Age of Access. If you are an individual, you must be at least 18 or the age of majority in your jurisdiction (whichever is older) to use the Service and you represent and warrant that you have the right and authority to enter into and comply with these Terms of Service, or you must have parental or guardian consent as required by the laws of your jurisdiction. In certain cases, Streamline Athletes may require parents or guardians to approve or manage access to the Service on behalf of users under the age of majority.
2.2 Accounts and Login Information. Access to the Service may require registering an account with Streamline Athletes (each, an “Account”). Streamline Athletes may require you to verify your identity and select a username and password (“Login Information”) as part of registering an Account. You may also be provided the opportunity to register an Account through a third-party verification provider, such as Google or Facebook. You are responsible for managing and ensuring the security, confidentiality and authorized use of your Account’s Login Information and are prohibited from sharing your Login Information or your Account. Streamline Athletes strongly recommends that you keep your Login Information confidential, and you shall notify Streamline Athletes promptly of unauthorized access or use of your Account. If Streamline Athletes, in its sole discretion, considers your Account to be unsecure or to have been used inappropriately, then Streamline Athletes may immediately cancel the Account without any notice to you. Streamline Athletes may require Athletes or Programs to change or update their respective Login Information from time to time.
2.3 Right to Use the Service. If you create an Account or use the Services, Streamline Athletes hereby grants you a non-exclusive, non-sublicensable, non-transferrable, revocable, limited subscription to access and use the Services, as further limited by these Terms of Service.
2.4 Program Verification. While Streamline Athletes attempts to verify the identity, credentials and information concerning all Programs, Streamline Athletes does not represent or warrant the accuracy of Program information (whether or not such information is provided directly to Streamline Athletes or available publicly). Streamline Athletes, or a third-party on behalf of Streamline Athletes, may, in its discretion, at any time, require additional verification information from a Program and Streamline Athletes may deny such Program access to the Service if Streamline Athletes is not satisfied with the verification. Streamline Athletes may also add additional verification requirements for Programs at any time and reserves the right to perform background checks on Programs upon Account creation and at any time after the creation of a Program Account.
3. Payments
3.1 Payments. Use of the Service may require payment of a fee (“Service Fee”), the cost of which shall be quoted to you directly (if you are a Program) or through the Service (if you are an Athlete) prior to making a purchase and, upon your acceptance, you agree to pay such Service Fees to Streamline Athletes. Service Fees may be amended by Streamline Athletes at any time prior to your acceptance thereof and, following, are valid for: (a) if you are a Program, the term set forth in the applicable quote; or (b) if you are an Athlete, for the term described on the Service. Athletes and Programs are responsible for all Service Fees incurred by their Account, whether or not authorized by them.
3.2 Payment Information. If making a purchase through the Service, you shall provide Streamline Athletes with credit or debit card information (each a “Payment Card”) and agree that Streamline Athletes, or a third-party payment provider on behalf of Streamline Athletes (including Stripe), may initiate Service Fee payments automatically using such Payment Card. Payments are processed by one or more third parties on behalf of Streamline Athletes and such third parties may change without notice to you. Payment Card information is stored by third-party payment providers and not by Streamline Athletes.
3.3 Automatic Renewal and Recurring Charges.
(a) Authorization. Subscriptions to the Service are continuous and renew automatically. By purchasing or subscribing to the Service, you expressly authorize Streamline Athletes and its third-party payment provider (including Stripe) to charge your Payment Card on a recurring basis, in advance, for each successive subscription term at the then-current Service Fee, until the subscription is cancelled in accordance with these Terms of Service. This authorization remains in effect for the life of the subscription and applies to each renewal.
(b) Athlete subscriptions. If you are an Athlete, your subscription automatically renews for the same term (for example, a monthly subscription renews each month and an annual subscription renews each year) on the same calendar date as your original purchase, recurring until cancelled. You may cancel at any time, but to avoid being charged for the next term you must cancel at least twenty-four (24) hours before your renewal date through the cancellation process provided on the Website. You are not entitled to a refund for any prepaid Service Fee following a renewal.
(c) Program subscriptions. If you are a Program, Streamline Athletes will automatically charge you on an annual basis via Stripe for each successive annual term, unless cancelled in accordance with Section 3.6. The subscription renews on the anniversary of the term start date set forth in the applicable quote.
(d) Renewal reminder. For annual subscriptions, Streamline Athletes will send a renewal reminder to the email address associated with your Account a reasonable period before the renewal date. Failure to receive or read this reminder does not affect the validity of the renewal charge or your obligation to pay.
3.4 Changes to Service Fees. In its sole discretion, Streamline Athletes may change Service Fees from time to time. If a price change applies to a Service to which you are currently subscribed, Streamline Athletes will provide notice by email to the address associated with your Account at least thirty (30) days before the change takes effect at your next renewal date. Continued use of the Service after the change takes effect constitutes acceptance of the revised Service Fee.
3.5 Late Payments. In its sole discretion, Streamline Athletes may charge a late fee of 1.5% of the Service Fee for each month a payment is past due (“Late Fee”). In the event payment fails, Streamline Athletes will automatically attempt to process such payment again and alert the user that their payment has failed. If a Program misses a payment deadline, either upon renewal of a subscription or due to any other situation, Streamline Athletes may contact the athletics directors, other coaches, college or university financial departments or any other representatives of the Program to demand payment and reserves all other legal rights it may have to pursue payment from a Program.
3.6 Cancellation.
(a) Athletes cancel through the cancellation process provided on the Website, subject to the timing requirement in Section 3.3(b).
(b) Programs may cancel by providing written notice to Streamline Athletes by email. To avoid the next annual charge, a Program must cancel before its subscription renewal date. After cancellation, Streamline Athletes will continue to provide the Service until the renewal date, at which point the Service will cease.
3.7 Refunds, Exchanges and Expiry. In its sole discretion, Streamline Athletes may provide a refund for a prepaid term if Streamline Athletes terminates your access to the Service and/or terminates your Account without cause. You are not entitled to a refund under any other circumstances, including following an automatic renewal. In exceptional circumstances, Streamline Athletes may offer additional refunds upon request, in Streamline Athletes’ sole and absolute discretion.
4. Term and Use of the Service
4.1 Term. Unless otherwise specified in writing by Streamline Athletes, these Terms of Service are effective starting on the date you start using the Service (the “Effective Date”) and continue until terminated according to the Terms of Service.
4.2 Authorized Use. During your use of the Service, you may not:
(a) knowingly provide false or inaccurate information to Streamline Athletes;
(b) decompile, disassemble or reverse engineer the Service;
(c) alter, change or circumvent security related aspects of the Service;
(d) export or share versions of the Service to be posted or listed outside the Service;
(e) misrepresent or misuse the affiliation or any trademark affiliated with an academic institution;
(f) use any automated system (bot, spider, etc.) to access the Service;
(g) reproduce, rearrange, modify, change, alter, translate, create derivative works from, display, perform, publish, or distribute the Service;
(h) break, disrupt or attempt to break or disrupt any device used to support the Service or others’ experience of the Service or knowingly exploit a flaw or bug in the Service;
(i) store or transmit material that is infringing, libelous, unlawful or in violation of any person’s rights or a group of people’s rights;
(j) use the Service to provide information or data to a competitor of Streamline Athletes;
(k) harass, abuse, stalk, threaten or impersonate any person or group of people, including any Streamline Athletes contractor, employee or agent;
(l) use hate speech or any other words or symbols that signify hate towards any person or group of people, including but not limited to derogatory comments against women or minorities;
(m) sell, rent, lease or sublicense the Service or access thereto, unless expressly permitted by Streamline Athletes;
(n) promote, encourage or undertake illegal activity; or
(o) infringe or violate third-party rights including but not limited to: (i) contractual rights; (ii) copyright, patent, trademark or trade secret rights; (iii) privacy rights; (iv) publicity rights; or (v) confidential information,
as determined by Streamline Athletes in its sole and absolute discretion.
4.3 Suspension and Termination. Streamline Athletes may suspend or terminate access to the Service, without notice or compensation to you (except as set forth in Section 3.7), at any time for any reason (or for no reason) including but not limited to technical issues, a lack of professional courtesy in your interactions with Streamline Athletes (including with any contractors, employees or support staff), your non-compliance with the Terms of Service, failure to make a payment, or your failure to adhere to the Terms of Service of any other agreement with Streamline Athletes. Streamline Athletes has sole discretion to lift a suspension or reverse terminated access. Your access to the Service automatically terminates upon the earliest of the date: (a) that Streamline Athletes terminates your access to the Service; or (b) 30 days following the date on which you provide notice to Streamline Athletes of your intention to terminate access to the Service. In addition to the foregoing, Streamline Athletes reserves the right to terminate any agreement with a Program if it deems such Program to be circumventing normal use of the Service and may permanently ban such violators from the Service.
4.4 Privacy Policy and Privacy Law Compliance. Your use of the Service is governed by a Privacy Policy detailing how Streamline Athletes collects, uses and discloses personal data about you and other individuals. By agreeing to the Terms of Service and/or using the Service, you represent and warrant that your use of the Service complies with applicable privacy laws and are permitted to share the personal data that you share with Streamline Athletes. If at any time you disagree with the Privacy Policy, you must immediately stop use of the Service and contact us.
5. Proprietary Rights
5.1 Streamline Athletes Ownership and Rights. Streamline Athletes retains all right, title and interest in the Service, including but not limited to copyrights, copyrightable works, patents, patent rights, trademarks, trade names and trade secrets. The Terms of Service do not convey any right, title or interest in, or constitute the sale of any right to the Service or any related software used as part of the performance of the Service.
5.2 Your Ownership and Rights. You retain all right, title and interest in all information, content and data owned or licensed by you that you upload or share through the Service (“User Content”). You represent and warrant that all consents, licenses and rights necessary to license User Content are obtained prior to sharing User Content with Streamline Athletes. Except for personal data, which Streamline Athletes shall keep confidential (excluding personal data in Feedback), you hereby grant Streamline Athletes a limited and irrevocable license to use User Content under all copyright, trademark, trade secret, patent, privacy and publicity rights and any other intellectual or industrial property rights you own or control to use, display, modify, record, translate, transmit or otherwise exploit as Streamline Athletes reasonably sees fit in order to provide the Service to you and others.
5.3 Feedback. If you provide reviews, ratings and/or comments about Programs that you interacted with through the Service (“Feedback”), Streamline Athletes may use your name and such Feedback in Streamline Athletes marketing and promotional materials and may license it to Programs for their own marketing and promotional activities. By submitting Feedback, you agree that: (a) your Feedback is voluntary, free, unsolicited and without restriction; (b) your Feedback does not contain the confidential or proprietary information of third parties; and (c) Streamline Athletes is free to use the Feedback without any compensation to you and to disclose the Feedback on a non-confidential basis or otherwise to anyone.
6. Non-Disclosure, Non-Solicitation and Security
6.1 Confidential Information. Streamline Athletes may receive confidential information from Athletes and Programs including but not limited to personal data/information (as defined in applicable privacy laws), athletics information, health information, physical ability details, payment information, verification information, business plans, product or service plans, analyses, forecasts, predictions or projections, intellectual property, trade secrets, employee lists, and other non-public information but excluding Feedback (collectively, “Confidential Information”). Notwithstanding the above, Confidential Information excludes: (a) any information generally available to the public (other than through any act or omission by Streamline Athletes); (b) any information obligated to be disclosed by law; and (c) any information known by Streamline Athletes prior to the Effective Date or obtained from a third party who is not under a confidentiality obligation to you and who has not received such Confidential Information from another in breach of a duty of confidentiality.
6.2 Non-Disclosure. Streamline Athletes shall not use or disclose Confidential Information for any purpose other than to provide information, or to undertake work, requested directly by you that requires use of Confidential Information. Streamline Athletes shall not disclose any Confidential Information except to its employees, contractors, agents or Programs on a need-to-know basis and only if such employees, contractors, agents or Programs agree to similar confidentiality terms. Streamline Athletes shall share Confidential Information of an Athlete with a Program only if duly authorized by such Athlete to share such information. If Streamline Athletes becomes aware of any unauthorized disclosure or use of Confidential Information, it shall promptly notify you of such disclosure or use. Streamline Athletes acknowledges and agrees that no rights or licenses to Confidential Information are granted or implied by these Terms of Service except as explicitly stated in these Terms of Service.
6.3 Security. Streamline Athletes is committed to ensuring that anything you share with us is secure. In order to prevent unauthorized access or disclosure of User Content or Confidential Information, Streamline Athletes has put in place suitable physical, electronic and managerial procedures to safeguard and secure Streamline Athletes systems.
6.4 Non-Solicitation of Personnel (Programs).
(a) Streamline Athletes representatives are employees or independent contractors who are legally restricted from being hired by, or from soliciting, approaching, contacting, calling upon, or canvassing any customer or prospective customer of, a Competitive Business in the United States or Canada during the term of their employment or contract with Streamline Athletes and for a period of twelve (12) months following its termination.
(b) As an entity participating in the recruitment of prospective student-athletes, a Program is considered both a “Customer” and a “Competitive Business” for the purposes of this Section 6.4.
(c) A Program may not hire, solicit, approach, contact, call upon, or canvass any Streamline Athletes personnel to undertake any activity that is competitive with Streamline Athletes, including but not limited to student-athlete recruitment, outside the bounds of these Terms of Service, during the Program’s subscription and for a period of twelve (12) months following its termination.
7. Disclaimer and Limitation of Liability
7.1 DISCLAIMER. The Service is provided to you “as is” and Streamline Athletes, and its subsidiaries, affiliates, officers, directors, employees, representatives and assigns (collectively, “Representatives”), disclaim all representations, warranties and conditions, express, implied or statutory, including without limitation merchantability, fitness for a particular purpose, non-infringement of third-party rights or compliance with laws within your jurisdiction. Without limiting the foregoing, Streamline Athletes and its Representatives make no representations or warranties that use of the Service will not infringe any copyright, patent, trademark law or other rights held by a third party. Further and without limiting the foregoing, Streamline Athletes and its Representatives make no representations or warranties that the Service, services performed and products provided by Streamline Athletes or other third parties, will comply with applicable laws within your jurisdiction, meet your requirements, not cause damage to you, User Content or property of others, or that operation of the Service will be uninterrupted, continuously available, error free or will not harm your computer or mobile device or result in lost data. No oral advice or written information provided by Streamline Athletes and the Representatives will create any warranty and you shall not rely exclusively upon such advice or information. You bear the entire risk as to the performance, operation and quality of the Service.
7.2 LIMITATION OF LIABILITY. STREAMLINE ATHLETES AND ITS REPRESENTATIVES SHALL NOT BE LIABLE TO YOU FOR ANY CLAIM, LOSS OR DAMAGE OF ANY KIND ARISING OUT OF OR RELATING TO THE SERVICE OR THIRD-PARTY SERVICES, INCLUDING WITHOUT LIMITATION DIRECT, CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES. TO THE EXTENT THAT THE ABOVE LIMITATION OF LIABILITY IS NOT APPLICABLE IN YOUR JURISDICTION, ANY CLAIM THAT YOU MAY HAVE AGAINST STREAMLINE ATHLETES SHALL BE COMMENCED AGAINST STREAMLINE ATHLETES ONLY, AND NOT AGAINST ITS REPRESENTATIVES, AND MUST BE COMMENCED NO LATER THAN 6 MONTHS AFTER THE DAY ON WHICH THE CLAIM IS DISCOVERED OR OUGHT TO HAVE BEEN DISCOVERED BY YOU.
7.3 DANGEROUS SPORTS AND ACTIVITIES. STREAMLINE ATHLETES AND ITS REPRESENTATIVES ARE NOT LIABLE TO YOU FOR ANY CLAIM, HARM, LOSS OR DAMAGE OF ANY KIND ARISING OUT OF OR RELATING TO THE SPORTS OR ACTIVITIES THAT YOU PARTICIPATE IN THROUGH ANY PROGRAM, INCLUDING WITHOUT LIMITATION DIRECT, CONSEQUENTIAL, INCIDENTAL OR SPECIAL DAMAGES. SOME SPORTS AND ACTIVITIES MAY BE DANGEROUS AND ATHLETES PARTICIPATE AT THEIR OWN RISK AND MUST COMPLY WITH ALL RULES AND POLICIES OF A PROGRAM WHILE PARTICIPATING IN A SPORT OR ACTIVITY.
7.4 MAXIMUM AGGREGATE LIABILITY. NOTE THAT SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF CERTAIN TERMS OR WARRANTIES OR EXCLUSION OF LIABILITY FOR CERTAIN DAMAGES AND, IF ANY DISCLAIMER OR LIMITATION OF LIABILITY IS FOUND UNENFORCEABLE, VOID OR DOES NOT FULLY SHIELD STREAMLINE ATHLETES AND THE REPRESENTATIVES FROM LIABILITY, YOU AGREE THAT STREAMLINE ATHLETES’ (AND THE REPRESENTATIVES’) MAXIMUM AGGREGATE LIABILITY IN ANY CASE WHATSOEVER WILL BE THE LESSER OF $1,000 OR THE AMOUNT THAT YOU HAVE PAID STREAMLINE ATHLETES OVER THE PREVIOUS YEAR PRIOR TO INITIATION OF YOUR CLAIM.
7.5 Indemnity. You shall defend and indemnify Streamline Athletes and its Representatives against any claim, demand, suit or proceeding made or brought against Streamline Athletes and its Representatives in connection with your use of the Service, including claims that Streamline Athletes, the Service, or you: (a) infringe or misappropriate a third party’s intellectual property rights; (b) violate any applicable law, including any failure to obtain the required legal documentation, including applicable consent documentation, prior to using the Service; (c) cause bodily harm or death; (d) violate the terms of a third-party agreement to which you are bound; or (e) commit an act of gross negligence or intentional misconduct. Your obligation to indemnify Streamline Athletes and its Representatives arises so long as Streamline Athletes: (x) promptly gives written notice of the claim against Streamline Athletes; (y) gives you sole control of the defense and settlement of the claim except that you shall not enter any settlement or disposition that attributes liability or confers a financial obligation on Streamline Athletes without Streamline Athletes’ advance written consent, which shall not be unreasonably withheld or delayed; and (z) gives all reasonable assistance, at your expense.
8. General
8.1 No Joint Relationship / Independent Contractor Relationship. Nothing in these Terms of Service shall be construed to create any partnership, joint venture, employer-employee or agency relationship between you and Streamline Athletes. Programs and Athletes do not have an employer-employee relationship with Streamline Athletes. Programs are independent of Streamline Athletes and control their athletics programs and decisions.
8.2 Governing Law. The Terms of Service and Privacy Policy are governed by the laws of the Province of British Columbia and the applicable federal laws of Canada, without reference to principles of conflicts of laws. The parties irrevocably attorn to the jurisdiction of the appropriate provincial and federal courts of the Province of British Columbia to hear any proceedings related to the Terms of Service or Privacy Policy.
8.3 Severability and Waiver. If any provision of the Terms of Service or Privacy Policy is held by a court of competent jurisdiction to be invalid or unenforceable, such provision shall be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law with remaining provisions of the Terms of Service in full force and effect. No failure or delay by a party in exercising any right, power or remedy under the Terms of Service constitutes a waiver.
8.4 No Conflicts. You confirm that by agreeing to the Terms of Service or providing services through Streamline Athletes, you are not violating the terms or provisions of any other agreement you have with a third party, contract terms or any applicable policies with a third-party.
8.5 Force Majeure. Except for any payment obligations, neither you nor Streamline Athletes shall be liable for failure to perform any obligation under these Terms of Service to the extent such failure is caused by a force majeure event (including acts of God, pandemics (including government-imposed recommendations and restrictions due to a pandemic), natural disasters, war, civil disturbance, action by a government entity, strike, and other causes beyond reasonable control). The party affected by the force majeure event shall provide notice to the other party within a commercially reasonable time and shall use commercially reasonable efforts to resume performance as soon as practicable. Obligations not performed due to a force majeure event shall be performed as soon as reasonably possible when the force majeure event concludes.
8.6 Assignment. Streamline Athletes may assign these Terms of Service without your consent or notice to you. You cannot assign the Terms of Service.
8.7 Survival. Sections 2 to 8 survive termination of the Terms of Service.
8.8 Entire Agreement. The Terms of Service, together with the Privacy Policy and any other Streamline Athletes documents linked to in these Terms of Service, constitute the entire agreement between you and Streamline Athletes with respect to the subject matter hereof and supersede any prior oral or written agreements, communications, representations or undertakings provided.
8.9 Updates. Streamline Athletes reserves the right to modify the Terms of Service at any time (each, an “Update”) and shall inform you of each Update. After informing you of an Update, you are deemed to accept any Update by continuing to use the Service unless you terminate your access to the Service. Unless Streamline Athletes states otherwise, an Update is automatically effective 30 days after informing you of such Update. Notwithstanding the foregoing, Updates of a clerical or “housekeeping” nature, such as amending names or addresses, as well as changes aimed at enhancing clarity and comprehensibility in the text, may be undertaken by Streamline Athletes without providing any special notice, provided that the updated version of these Terms of Service is immediately provided on the Website, and shall be effective immediately.