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TERMS AND CONDITIONS AGREEMENT

Last updated: 12/20/2024

Contents

  • Terms of Use for all Users
  • Terms of Use for Fans
  • Terms of Use for Creators
  • Acceptable Use Policy
  • Complaints Policy

Terms of Use for all Users

BY USING OUR PLATFORM YOU AGREE TO THESE TERMS – PLEASE READ THEM CAREFULLY

Introduction:

These Terms of Use for all Users govern your use of XPAND and your agreement with us.

Interpretation:

In the Terms of Service:

  • we refer to our Platform as "XPAND," including when accessed via the URL www.xpandsports.com;
  • references to "we," "our," "us" are references to XPAND Media LLC, the operator of XPAND;
  • "Content" means any material uploaded to XPAND by any User (whether an Athlete or a Fan), including any photos, videos, audio (for example music and other sounds), livestream material, data, text (such as comments and hashtags), metadata, images, interactive features, emojis, GIFs, memes, and any other material whatsoever;
  • "Athlete" means a User who has set up their XPAND account as an Athlete account to post Content on XPAND to be viewed by other Athlete;
  • "Fan" means a User who follows or subscribes to an Athlete and is able to view the Athlete's Content;
  • "Fan/Athlete Transaction" means any transaction between a Fan and an Athlete on XPAND by which access is granted to the Athlete's Content including in any of the following ways: (i) a Subscription, (ii) payments made by a Fan to view an Athlete's pay-per-view Content (pay-per-view media and pay-per-view live stream), and (iii) use by the Fan of the fan interaction function on an Athlete's account;
  • "Fan Payment" means any and all payments made by a Fan to an Athlete (i) in connection with a Fan/Athlete Transaction, or (ii) by way of a tip for an Athlete;
  • "Subscription" means a Fan's subscription to an Athlete's account (whether paid or unpaid, and whether for one month or as part of a bundle comprising a subscription for more than one month);
  • "Terms of Service" (also called "your agreement with us") means the legally binding agreement between you and us which consists of: (i) these Terms of Use for all Athlete, (ii) Terms of Use for Fans, (iii) Terms of Use for Athlete, (iv)

    Privacy Policy,

     (v) Acceptable Use Policy, (vi) Complaints Policy, and (vii) Community Guidelines;
  • "User" means any user of XPAND, whether an Athlete or a Fan or both (also referred to as "you" or "your").

Who we are and how to contact us:

XPAND is operated by XPAND MEDIA LLC. We are a limited liability company registered in the state of Florida, with our company EIN number being 88-2695689. To contact us with any questions about XPAND, please email our support team at team@xpandsports.com.

How we may change the Terms of Service:

We may change any part of the Terms of Service without telling you beforehand in the following circumstances:

  • to reflect changes in laws and regulatory requirements which apply to XPAND and the services, features, and programs of XPAND where such changes require XPAND to change its terms and conditions in a manner which does not allow us to give reasonable notice to you;
  • to address an unforeseen and imminent danger related to defending XPAND, Fans, or Athlete from fraud, malware, spam, data breaches, or other cybersecurity risks.

We may also make other changes to any part of the Terms of Service, and we will give you reasonable notice of such changes by email or through XPAND, and you may contact us to end your agreement with us before the changes take effect. Once any updated Terms of Service are in effect, you will be bound by them if you continue to use XPAND.

We may make changes to or suspend or withdraw XPAND:

We may update and change XPAND from time to time for any reason, including to reflect changes to our services, Athlete' needs and our business practices or to improve performance, enhance functionality or address security issues. We will try to give you reasonable notice of any major changes. We do not guarantee that XPAND, or any Content on it, will always be available or accessible without interruption. We may suspend or withdraw or restrict the availability of all or any part of XPAND for business or operational reasons. We will try to give you reasonable notice of any suspension or withdrawal if it affects you.

Registering with XPAND:

To use XPAND you must first register and create a User account on XPAND. You must provide a valid email address, a username, and a password or authenticate using a valid Twitter or Google account. Your password should be unique (meaning that it is different to those you use for other Platforms) and must comply with the technical requirements of the XPAND site for the composition of passwords. To register as a User:

  • you must be permitted by the laws of the country or State/province where you are located to join XPAND and to view any Content available on it and to use any functionality provided by it.
  • you must provide such other information or verification records as we require.

If you do not meet the above requirements, you must not access or use XPAND.

Your commitments to us:

When you register with and use XPAND, you make the following commitments to us:

  • If you previously had an account with XPAND, you confirm that your old account was not terminated or suspended by us because you violated any of our terms or policies.
  • You will make sure that all information which you submit to us is truthful, accurate and complete.
  • You will update promptly any of your information you have submitted to us as and when it changes.
  • You consent to receiving communications from us electronically, including by emails and messages posted to your XPAND account, and to the processing of your personal data as more fully detailed in our

    Privacy Policy.

  • You will keep your account/login details confidential and secure, including your user details, passwords and any other piece of information that forms part of our security procedures, and you will not disclose these to anyone else. You will contact team@xpandsports.com promptly if you believe someone has used or is using your account without your permission or if your account has been subject to any other breach of security. You also agree to ensure that you log out of your account at the end of each session, and to be particularly careful when accessing your account from a public or shared computer so that others are not able to access, view or record your password or other personal information.
  • You are responsible for all activity on your account even if, contrary to the Terms of Service, someone else uses your account.
  • You will comply in full with these Terms of Use for all Athletes, our Acceptable Use Policy and all other parts of the Terms of Service which apply to your use of XPAND.

Rights we have, including to suspend or terminate your account:

  • We can but we are not obligated to moderate or review any of your Content to verify compliance with the Terms of Service and/or any applicable law.
  • It is our policy to suspend access to any Content you post on XPAND which we become aware may not comply with the Terms of Service and/or any applicable law whilst we investigate the suspected non-compliance or unlawfulness of such Content. If we suspend access to any of your Content, you may request a review of our decision to suspend access to the relevant Content by contacting us at team@xpandsports.com. Following our investigation of the suspected non-compliance or unlawfulness of the relevant Content, we may take any action we consider appropriate, including to reinstate access to the Content or to permanently remove or disable access to the relevant Content without needing to obtain any consent from you and without giving you prior notice.
  • If we suspend access to or delete any of your Content, we will notify you via email or electronic message to your XPAND account, but we are not obligated to give you prior notice of such removal or suspension.
  • We can also suspend access to your User account or terminate your agreement with us and your access to XPAND immediately and without prior notice:
    • if we think that you have or may have seriously or repeatedly breached any part of the Terms of Service (including in particular our Acceptable Use Policy), or if you attempt or threat to breach any part of the Terms of Service in a way which has or could have serious consequences for us or another User; or
    • if you take any action that in our opinion has caused or is reasonably likely to cause us to suffer a loss or that otherwise harms the reputation of XPAND.
  • We can investigate any suspected or alleged misuse, abuse, or unlawful use of XPAND and cooperate with law enforcement agencies in such investigation.
  • We can disclose any information or records in our possession or control about your use of XPAND to law enforcement agencies in connection with any law enforcement investigation of any suspected or alleged illegal activity, to protect our rights or legal interests, or in response to legal process.
  • We can change the third-party payment providers used to process payments on XPAND and if we do so, we will notify you and store applicable details on your XPAND account.
  • Other than Content (which is owned by or licensed to Athlete), all rights in and to XPAND and its entire contents, features, databases, source code and functionality, are owned by us and/or our licensors. Such material is protected by copyright, and may be protected by trademark, trade secret, and other intellectual property laws.
  • We are the sole owners of anonymized data generated through your use of XPAND, which will only be used to improve platform functionality, enhance user experience, or for lawful research and development purposes. XPAND will not sell anonymized data to third parties for unrelated commercial purposes without prior notification.

What we are not responsible for:

We will use reasonable care and skill in providing XPAND to you, but there are certain things which we are not responsible for, as follows:

  • We do not authorize or approve Content on XPAND, and views expressed by Athletes or Fans on XPAND do not necessarily represent our views.
  • We do not grant you any rights in relation to Content. Any such rights may only be granted to you by Athlete.
  • Your Content may be viewed by individuals that recognise your identity. We will not in any way be responsible to you if you are identified from your Content. While we may, from time to time and in our sole discretion, offer certain geofencing or geolocation technology on XPAND, you understand and agree that we do not guarantee the accuracy or effectiveness of such technology, and you will have no claim against us arising from your use of or reliance upon any geofencing or geolocation technology on XPAND.
  • All Content is created, selected, and provided by Athlete and not by us. We are not responsible for reviewing or moderating Content, and we do not select or modify the Content that is stored or transmitted via XPAND. We are under no obligation to monitor Content or to detect breaches of the Terms of Service.
  • You agree that you have no obligation to follow any suggestions, comments, reviews, or instructions received from another User of XPAND and that if you choose to do so, you do so entirely at your own risk.
  • We make no promises or guarantees of any kind that Athlete will make a particular sum of money (or any money) from their use of XPAND.
  • The materials which we make accessible on XPAND for Athlete are for general information only. We make no promises or guarantees about the accuracy or otherwise of such materials, or that Athletes will achieve any particular result or outcome from using such materials.
  • We do not promise that XPAND is compatible with all devices and operating systems. You are responsible for configuring your information technology, device, and computer programs to access XPAND. You should use your own virus protection software.
  • We are not responsible for the availability of the internet, or any errors in your connections, device or other equipment, or software that may occur in relation to your use of XPAND.
  • While we try to make sure that XPAND is secure and free from bugs and viruses, we cannot promise that it will be and have no control over the Content that is supplied by Athlete.
  • You acknowledge that once your Content is posted on XPAND, we cannot control and will not be responsible to you for the use which other Athlete or third parties make of such Content. You can delete your account at any time, but you acknowledge that deleting your account will not of itself prevent the circulation of any of your Content which may have been recorded by other Athletes in breach of the Terms of Service or by third parties prior to the deletion of your account.

Intellectual property rights – ownership and licenses:

  • You confirm that you own all intellectual property rights (examples of which are copyright and trademarks) in your Content or that you have obtained all necessary rights to your Content which are required to grant licenses in respect of your Content to us and to other Athletes. This includes any rights required to engage in the acts covered by sub-section 10(b) below in any territory in which XPAND is accessible and, in particular, in the United States of America, the United Kingdom and the European Union.
  • Whilst we do not own your Content, you grant us the limited right to submit notifications of infringement (including of copyright or trademark) on your behalf to any third-party Platform or service that hosts or is otherwise dealing in infringing copies of your Content without your permission. Although we are not under any obligation to do so, we may at any time submit or withdraw any such notification to any third-party Platform or service where we consider it appropriate to do so. However, we do not and are under no obligation to police infringements of your Content. You agree that if we request, you will provide us with all consents and other information which we reasonably need to submit notifications of infringement on your behalf.
  • XPAND may use your content in external marketing or sublicensing activities only with your prior written consent, except where such use is required to fulfill platform functionality. Any modifications or derivative works of your content created by XPAND will be limited to adding platform branding (e.g., watermarks) or optimizing content for display. XPAND will not alter your content in ways that misrepresent or materially modify its original context.
  • XPAND will provide tools and support to help athletes track and report unauthorized use of their content outside the platform. We will take reasonable steps to address such violations, including takedown requests and legal notices to third parties

How do I delete my account?

If you want to delete your XPAND account then you may do so in the 'User Account' section of your XPAND account.

  • If you are a Fan, the deletion of your account will take place within a reasonable time following your request.
  • If you are an Athlete, then once you initiate the "delete account" process your account will remain open until the last day of your Fans' paid Subscription period, following which you will receive your final payment and your account will be deleted.
  • If you are both a Fan and an Athlete then your account will be deleted in two stages (Fan first and then Athlete).
  • Once your account has been deleted you won't be charged any further amounts or have access to your former XPAND account or its Content, and any subscriptions will be deleted and cannot be subsequently renewed. You will receive an email confirmation upon the successful deletion of your account. Once your account has been deleted, we may deal with your Content in any appropriate manner in accordance with our

    Privacy Policy

    (including by deleting it) and you will no longer be entitled to access your Content. There is no technical facility on XPAND for you to be able to access your Content following termination of your account.

Who is responsible for any loss or damage suffered by you?

  • Whether you are a consumer or business User: We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes (i) liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors, and (ii) fraud or fraudulent misrepresentation.
  • If you are a consumer User: If you are a consumer User, you agree that:
    • We and our subsidiary companies, employees, owners, representatives, and agents will not be liable to you for any loss of profit, loss of business or revenue, business interruption, loss of business opportunity, or loss of anticipated savings suffered by you arising from or in connection with your use of XPAND.
    • If you are a consumer User and reside in the United States of America, our total liability to you for claims arising out of or related to your agreement with us shall be limited to USD 250 per claim.
  • If you are a business User: If you are a business User, you agree that:
    • We and our subsidiary companies, employees, owners, representatives, and agents:
      • exclude (to the extent permitted by law) all implied conditions, warranties, representations, or other terms that may apply to XPAND or any content on it. This means that if the Terms of Service do not expressly include a promise or commitment by us, then one cannot be implied by law;
      • are not responsible to you for any loss or damage suffered by you that is not a foreseeable result of our breaching the Terms of Service or our failing to use reasonable care and skill. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time you agreed to the Terms of Service, both we and you knew it might happen;
      • won't be liable to you for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising out of or in connection with:
        • your inability to use XPAND or any of its services, features or programs; or
        • your use of or reliance on any content (including Content) stored on XPAND;
      • won't be liable to you for any:
        • loss of profits;
        • loss of sales, business, or revenue;
        • business interruption;
        • loss of anticipated savings;
        • loss of business opportunity, goodwill or reputation;
        • loss of data or information, including any Content; or
        • indirect or consequential loss or damage;
      • won't be liable to you for any loss or damage caused by a distributed denial-of-service attack, virus, malware, ransomware, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of XPAND or any of its services, features or programs, or due to your downloading of any material posted on it, or on any Platform linked to it;
      • While we cannot guarantee complete protection against unauthorized reposts, device compatibility issues, bugs, or cybersecurity threats, we commit to actively assisting athletes in resolving such issues. This includes providing takedown support for unauthorized reposts and implementing proactive security measures to safeguard accounts and Content.
      • won't be liable to you for any disclosure of your identity, or any disclosure or publication of your personal information by other Athletes or third parties without your consent (also known as "doxing");
      • won't be liable to you for any failure or delay by us in complying with any part of the Terms of Service arising from events outside our reasonable control. If there is any failure or delay by us in complying with any part of the Terms of Service arising from an event outside our reasonable control then we will contact you as soon as possible to let you know and we will take steps to minimize the effect of the delay.

General:

You agree that:

  • If any aspect of your agreement with us is unenforceable, the rest will remain in effect.
  • If we fail to enforce any aspect of your agreement with us, it will not be a waiver;
  • We reserve all rights not expressly granted to you.
  • No implied licenses or other rights are granted to you in relation to any part of XPAND, save as expressly set out in the Terms of Service.
  • You cannot transfer your rights or obligations under your agreement with us without our prior written consent.
  • Our rights and obligations under your agreement with us can be assigned or transferred by us to others. For example, this could occur if our ownership changes (as in a merger, acquisition, or sale of assets) or by law. In addition, we may choose to delegate the performance of any of our obligations under your agreement with us to any third party, but we will remain responsible to you for the performance of such obligations.
  • The Terms of Service form the entire agreement between us and you regarding your access to and use of XPAND, and supersede any and all prior oral or written understandings or agreements between us and you.

Terms relating to disputes – the law which applies to your agreement with us and where disputes and claims concerning your use of XPAND (including those arising from or relating to your agreement with us) can be brought:

  • For consumers (Fans):
    • Consumers - Law:
      • If you are a consumer, your agreement with us is governed by the consumer protection act will apply to (i) any claim that you have arising out of or in connection with your agreement with us or your use of XPAND, and (ii) any claim that we have against you that arises out of or in connection with your agreement with us or your use of XPAND (including, in both cases, non-contractual disputes or claims). You will also be able to rely on mandatory rules of the law of the country where you live.
    • Consumers - where claims must be brought:
      • If you are a consumer resident in the United States any claim which you have or which we have arising out of or in connection with your agreement with us or your use of XPAND (including, in both cases, non-contractual disputes or claims) may be brought in the courts of the United States or the courts of the country where you live.
      • If you are a consumer resident outside of the United States any claim which you have or which we have arising out of or in connection with your agreement with us or your use of XPAND (including, in both cases, non-contractual disputes or claims) must be brought in the courts of the United States.
  • For Business Athletes (Athletes):
    • Business Athlete – Law:
      • If you are a business User, your agreement with us is governed by United States law and will apply to (i) any claim that you have arising out of or in connection with your agreement with us or your use of XPAND, and (ii) any claim that we have arising out of or in connection with your agreement with us or your use of XPAND (including, in both cases non-contractual disputes or claims), without regard to conflict of law provisions.
    • Business Athlete - where claims must be brought:
      • If you are a business User, you and we agree that the courts of the United States shall have exclusive jurisdiction to resolve any dispute or claim (including non-contractual disputes or claims) which you have or which we have arising out of or in connection with your agreement with us (including its subject matter or formation) or your use of XPAND.
  • Limitation period for bringing claims: Except where prohibited by applicable law, any claim or cause of action which you have concerning XPAND (including those arising out of or related to your agreement with us) must be filed within one year after the date on which such claim or cause of action arose or the date on which you learned of the facts giving rise to the cause of action (whichever is the earlier), or be forever barred.

Other terms which form part of your agreement with us:

These Terms of Use for all Athletes govern your agreement with us. Certain other terms or policies forming part of the Terms of Service will also apply to you and form part of your agreement with us, as follows:

  • Terms of Use for Fans – which contain additional terms which apply if you use XPAND as a Fan;
  • Terms of Use for Athlete – which contain additional terms which apply if you use XPAND as an Athlete;

  • Privacy Policy -

    which applies to all Athlete and tells you how we use your personal data and other information we collect about you;
  • Acceptable Use Policy – which applies to all Athlete and tells you what you can and can’t do on XPAND;
  • Complaints Policy - which sets out the procedure for making a complaint about any aspect of XPAND, and how we will deal with that complaint;
  • Our Community Guidelines – which provide additional terms and guidance regarding your interactions with XPAND.

If there is any conflict between these Terms of Use for all Athletes and any of the terms or policies listed at section 17(a) to (h) above, the Terms of Use for all Athletes will apply to the extent of the conflict.

TERMS OF USE FOR FANS

BY USING OUR PLATFORM AS A FAN YOU AGREE TO THESE TERMS – PLEASE READ THEM CAREFULLY

Introduction:

These Terms of Use for Fans are additional terms which apply if you use XPAND as a Fan (also referred to as "you" and "your" in these Terms of Use for Fans). These Terms of Use for Fans form part of your agreement with us.

Interpretation:

In these Terms of Use for Fans, defined terms have the same meanings given to them in the Terms of Use for all Athletes. In addition:

  • "Tax" shall include all forms of tax and statutory, governmental, state, federal, provincial, local government or municipal charges, duties, imposts, contributions, levies, withholdings or liabilities wherever chargeable and whether of the US or any other jurisdiction.

Other terms which will apply to your use of XPAND:

The following terms will also apply to your use of XPAND and you agree to them:

  • Our Terms of Use for all Athlete;

  • Our Privacy Policy –

     which tells you how we use your personal data and other information we collect about you;
  • Our Acceptable Use Policy – which tells you what you can and can't do on XPAND;
  • Our Complaints Policy – which sets out the procedure for making a complaint about any aspect of XPAND, and how we will deal with that complaint;
  • The Standard Contract between Fan and Athlete – which does not form part of your agreement with us, but which governs and sets out the terms applicable to each Fan/Athlete Transaction you enter into on XPAND; and
  • Our Community Guidelines – which provide additional terms and guidance regarding your interactions with XPAND.

Other terms which may apply to your use of XPAND:

The following additional terms may apply to your use of XPAND:

  • If you are also an Athlete, the Terms of Use for Athlete will apply to your use of XPAND as an Athlete; and

Your commitments to us:

You warrant (which means you make a legally enforceable promise) that:

  • you will provide such other information or verification records as we require.
  • you are permitted by the laws of the country or State/province where you are located to join XPAND and to view any Content available on it and to use any functionality provided by it; and
  • you are able and willing to make payment (where required) to view Content available on XPAND which you wish to view and to use any functionality provided by XPAND that you wish to use.

Content - general terms:

In addition to the terms set out elsewhere in the Terms of Service (in particular in our Acceptable Use Policy), the following terms apply to the Content posted, displayed, uploaded or published by you as a Fan on XPAND:

  • You warrant (which means that you make a legally enforceable promise to us) that for each item of Content which you post, display, upload or publish on XPAND:
    • the Content complies in full with the Terms of Service (and in particular our Acceptable Use Policy);
    • you either own your Content (and all intellectual property rights in it) or have a valid license to your Content; and
    • if your Content includes or uses any third-party material, you have secured all rights, licenses, written consents and releases that are necessary for the use of such third-party property in your Content and for the subsequent use and exploitation of that Content on XPAND.
  • You agree that you will be liable to us and indemnify us if any of the warranties at section 6(a) is untrue. This means you will be responsible for any loss or damage we suffer as a result of any warranty being untrue.
  • We are not responsible for and do not endorse any aspect of any Content posted by you or any other User of XPAND. We do not have any obligation to monitor any Content and have no direct control over what your Content may comprise.

Subscriptions and purchases by Fans:

This section describes the terms which apply to Fan/Athlete Transactions:

  • All Fan/Athlete Transactions are contracts between Fans and Athlete on the terms of the Standard Contract between Fan and Athlete. Although we facilitate Fan/Athlete Transactions by providing the XPAND platform and storing Content we are not a party to the Standard Contract between Fan and Athlete or any other contract which may exist between a Fan and Athlete, and are not responsible for any Fan/Athlete Transactions.
  • Athletes are solely responsible for determining (within the parameters for pricing on XPAND) the pricing applicable to Fan/Athlete Transactions and the Content to which you may be given access. All prices appear in USD only.
  • To be able to enter into a Fan/Athlete Transaction with a particular Athlete, you must first add a payment card to your account and then click the 'Subscribe' button on the relevant Athlete's profile.
  • You authorize us and our subsidiary companies to supply your payment card details to a third-party payment provider for the purpose of processing your Fan Payment. All Fan Payments will be charged in USD. Your payment card provider may charge you currency conversion fees. We do not have control over currency exchange rates or charges imposed by your payment card provider or bank and we and our subsidiary companies will not be responsible for paying any charges or fees imposed by your payment card provider or bank.
  • If you choose to provide details of two or more payment cards, then if you try to make a Fan Payment from the first card and the card is rejected for any reason, then the other payment card will be used to collect the full Fan Payment.
  • The payment provider will take (i) periodic payments from your payment card for Fan Payments which are Subscriptions; and (ii) immediate payments from your payment card for Fan Payments other than Subscriptions (including any tips paid by you to an Athlete). You authorize and consent to each of these payments being debited using your supplied payment card details.
  • Apart from free-trial Subscriptions, all Subscriptions to an Athlete's profile will automatically renew at the end of the relevant subscription period, except if your payment card is declined, the subscription price for the Subscription has increased, or you have turned off the "Auto-Renew" switch located on the relevant Athlete's profile. This means that if you want to stop subscribing to an Athlete's profile and paying continuing monthly subscription charges, you will need to turn off the "Auto-Renew" switch located on the relevant Athlete's profile.
  • If you cancel a Subscription you will continue to be permitted to view the relevant Athlete's Content until the end of the subscription period in which you canceled, after which no further payments will be taken from your payment card in respect of subscriptions to that Athlete's profile (unless you choose to pay for a new Subscription to that Athlete’s profile), and you will no longer be able to view the relevant Athlete's Content.
  • You agree that you will not make unjustified requests for a refund in respect of any Fan/Athlete Transaction or tip to an Athlete, or unjustified chargeback requests of your payment card provider in relation to any Fan/Athlete Transaction or tip to an Athlete.
  • If a request appears unjustified, XPAND will provide written notice to you explaining its decision and allow you a seven-day period to respond or dispute the finding before any account action is taken.

Suspension of your User account:

If we suspend your User account in accordance with our rights under the Terms of Service, then any Fan Payments which would otherwise have fallen due during the period of suspension of your User account will be suspended during the period of the suspension of your User account.

TERMS OF USE FOR ATHLETES

BY USING OUR PLATFORM AS AN ATHLETE YOU AGREE TO THESE TERMS – PLEASE READ THEM CAREFULLY

Introduction:

These Terms of Use for Athletes are additional terms which apply if you use XPAND as an Athlete (also referred to as "you" and "your" in these Terms of Use for Athlete). These Terms of Use for Athletes form part of your agreement with us.

Interpretation:

In these Terms of Use for Athletes, defined terms have the same meanings given to them in the Terms of Use for all Athletes. In addition:

  • "Tax" shall include all forms of tax and statutory, governmental, state, federal, provincial, local government or municipal charges, duties, imposts, contributions, levies, withholdings or liabilities wherever chargeable and whether of the US or any other jurisdiction.

Other terms which will apply to your use of XPAND:

The following terms will also apply to your use of XPAND and you agree to them:

  • Our Terms of Use for all Athlete;

  • Our Privacy Policy –

     which tells you how we use your personal data and other information we collect about you;
  • Our Acceptable Use Policy – which tells you what you can and can't do on XPAND;
  • Our Complaints Policy – which sets out the procedure for making a complaint about any aspect of XPAND, and how we will deal with that complaint;
  • The Standard Contract between Fan and Athlete – which does not form part of your agreement with us, but which governs and sets out the terms applicable to each Fan/Athlete Transaction you enter into on XPAND; and
  • Our Community Guidelines – which provide additional terms and guidance regarding your interactions with XPAND.

Other terms which may apply to your use of XPAND:

The following additional terms may apply to your use of XPAND:

  • If you are also a Fan, the Terms of Use for Fans will also apply to your use of XPAND as a Fan; and

What are the fees that we charge Athletes for the use of XPAND?

We charge a fee to you of twenty-five per cent (25%) of all Fan Payments made to you (called Our Fee). The remaining seventy-five per cent (75%) of the Fan Payment is payable to you (called "Athlete Earnings"). Our Fee includes the costs of providing, maintaining and operating XPAND and storing your Content. Our Fee is deducted from the Fan Payment, and Athlete Earnings are paid to you in the way described in the Payouts to Athlete section below.

How to set up your account as an Athlete account:

To set up your account as an Athlete account:

  • You will need on your User account page to upload a valid form of ID and two photos of you in accordance with the requirements.
  • You will need on your User account page to add a bank account or payment details of your bank account or a payment method.
  • You will need on your User account page to select one of the available methods provided by XPAND as to how your Athlete Earnings will be transferred to you. These methods are called Payout Options.
  • You may also need to submit additional information depending on the country where you live.
  • We may ask you for additional age or identity verification information at any time. We may reject your application to set up an Athlete account for any reason.
  • Once you have set up your account as an Athlete account, then if you want to charge your Fans a monthly subscription fee you will need to set your subscription price for your Fans within the range allowed by XPAND.
  • You will then be able to start adding Content and Athletes will be able to subscribe to your account to become your Fans.
  • If you lose access to your account, you can reset your password, but you will need to know the email address used to set up the account to do so. If you do not recall the email address used to set up the account, we may require you to provide identification documents and photos and any additional evidence we may reasonably require to prove your identity.

Personal legal responsibility of Athlete:

Only individuals can be Athlete. Every Athlete is bound personally by the Terms of Service. If you have an agent, agency, management company or other third party which assists you with the operation of your Athlete account (or operates it on your behalf), this does not affect your personal legal responsibility. Our relationship is with you, and not with any third party, and you will be legally responsible for ensuring that all Content posted and all use of your account complies with the Terms of Service.

Fan/Athlete Transactions:

This section describes the terms which apply to Fan/Athlete Transactions:

  • All Fan/Athlete Transactions are contracts between Fans and Athlete on the terms of the Standard Contract between Fan and Athlete. Although we facilitate Fan/Athlete Transactions by providing the XPAND platform and storing Content, we are not a party to the Standard Contract between Fan and Athlete or any other contract which may exist between a Fan and Athlete, and are not responsible for any Fan/Athlete Transaction.
  • When you receive confirmation from XPAND, either in the ‘Statements’ page of your User account or by email (or both), that the Fan/Athlete Transaction has been confirmed, you must perform your part of such Fan/Athlete Transaction (for example, by allowing the Fan to view the Content on your Athlete account and/or providing the customized Content paid for by the Fan and/or allowing the Fan to use the fan interaction function paid for (as applicable)). You agree that you will indemnify us for any breach by you of this obligation (which means you will be responsible for any loss or damage (including loss of profit) we suffer as a result of you failing to comply with this obligation).

Content – general terms:

In addition to the terms set out elsewhere in the Terms of Service (in particular in our Acceptable Use Policy), the following terms apply to the Content posted, displayed, uploaded or published by you as an Athlete on XPAND:

  • Your Content is not confidential, and you authorize your Fans to access and view your Content on XPAND for their own lawful and personal use, and in accordance with any licenses that you grant to your Fans.
  • You warrant (which means that you make a legally enforceable promise to us) that for each item of Content which you post, display, upload or publish on XPAND:
    • the Content complies in full with the Terms of Service (and in particular our Acceptable Use Policy);
    • you hold all rights necessary to license and deal in your Content on XPAND, including in each territory where you have Fans and in the United States
    • you either own your Content (and all intellectual property rights in it) or have a valid license to offer and supply your Content to your Fans;
    • if your Content includes or uses any third-party material, you have secured all rights, licenses, written consents and releases that are necessary for the use of such third-party property in your Content and for the subsequent use and exploitation of that Content on XPAND; and
    • of satisfactory quality, taking account of any description of the Content, the price, and all other relevant circumstances including any statement or representation which you make about the nature of the Content on your account or in any advertising;
    • reasonably suitable for any purpose which the Fan has made known to you is the purpose for which the Fan is using the Content; and
    • as described by you
  • You agree that you will be liable to us and indemnify us if any of the warranties at section 9(b) is untrue. This means you will be responsible for any loss or damage (including loss of profit) we suffer as a result of any of the warranties being untrue.
  • We are not responsible for and do not endorse any aspect of any Content posted by you or any other User of XPAND. We do not have any obligation to monitor any Content and have no direct control over what your Content may comprise.
  • You also agree to act as custodian of records for the Content that you upload to XPAND.

Advertising on XPAND:

  • If you post or upload video Content to your Athlete account which is designed to promote, directly or indirectly, a third-party goods, services or image in return for payment, other valuable consideration, or self-promotional purposes (including advertising, sponsorship, and product placement) (together "Advertising Content"), then you must comply with the requirements set out in sections 10(b) and (c) of these Terms of Use for Athlete.
  • Requirements – Advertising Content: You must ensure that any Advertising Content which you post to your Athlete account: Does not-
    • prejudice respect for human dignity;
    • include or promote discrimination based on sex, racial or ethnic origin, nationality, religion or belief, disability, age or sexual orientation;
    • encourage behavior prejudicial to health or safety;
    • encourage behavior grossly prejudicial to the protection of the environment;
    • cause physical, mental or moral detriment to any person;
    • directly urge persons to purchase or rent goods or services in a manner which exploits their inexperience or credulity;
    • directly encourage persons to persuade others to purchase or rent goods or services;
    • exploit the trust of persons in others; or
    • unreasonably show persons in dangerous situations;
    • advertise cigarettes and other tobacco products, electronic cigarettes and electronic cigarette refill containers, illegal drugs, or any prescription-only medicine;
    • advertise, promote, or facilitate illegal gambling, and
    • in respect of any Advertising Content for alcoholic drinks, is not aimed at minors and does not encourage immoderate consumption of alcohol.
  • Transparency requirement - Advertising Content: You must declare that any Advertising Content which you post or upload to XPAND contains advertising by including the signifier #ad in the caption to the Advertising Content before posting or uploading.

Co-authored Content:

  • If you upload Content to your Athlete account which shows anyone else other than or in addition to you (even if that person cannot be identified from the Content) ("Co-Authored Content"), you warrant (which means you make a legally enforceable promise to us) that each individual shown in any Co-Authored Content uploaded to your account is i) an Athlete on XPAND; or ii) a consenting adult, and that you have verified the identity and age of each such individual and will provide supporting documents as we may request in our discretion.
  • You further warrant that you have obtained and keep on record written consent from each individual shown in your Co-Authored Content that such individual:
  • has given his or her express, prior and fully informed consent to his or her appearance in the Co-Authored Content; and
  • has consented to the Co-Authored Content in which he or she appears being posted on XPAND.
  • In addition to the confirmations in sections 11(a) and (b) above, you agree that if you upload Co-Authored Content where the other person or people appearing in the Content maintain an Athlete account on XPAND, you will tag the XPAND account(s) of any person or people appearing in the Co-Authored Content who can be identified from it.
  • If any Co-Authored Content is a work of joint authorship, you are solely responsible for obtaining any required licenses or consents from any other joint authors of the Content which are sufficient to permit such Content to be uploaded to and made available on XPAND.
  • You agree that we will only arrange for Athlete Earnings to be paid to the account of the Athlete to which the Co-Authored Content is uploaded. The Athlete who uploaded the Co-Authored Content is solely responsible for dividing and distributing any revenue generated from the Co-Authored Content between the individuals shown in such Co-Authored Content. Any such revenue-sharing agreement shall be an independent, private agreement between you and such individual(s), and we are not responsible for providing or enforcing any such agreements. You understand and agree that you are not entitled to any Athlete Earnings earned on any Co-Authored Content in which you appear but which is posted on another Athlete’s account. If you post Co-Authored Content on your account, we may require you to provide valid and complete legal information for all individuals which appear in the Co-Authored Content. If you fail to provide any information requested by us upon our request, we may delete the Co-Authored Content, restrict your rights and permissions to post as an Athlete, terminate your account, and/or withhold all or any portion of Athlete Earnings earned but not yet paid out to you.
  • You agree to release us from and not to make any claims against us arising from Co-Authored Content. You agree that all claims arising from Co-Authored Content shall be made against the Athlete(s) who posted Co-Authored Content or the individual(s) who appeared in the Co-Authored Content (as applicable).

Payouts to Athlete:

  • All Fan Payments will be received by a third-party payment provider approved by us.
  • If you have chosen the Stripe Payout Option, Stripe will collect the Fan Payment and pay the Athlete Earnings to your bank account.
  • Where Stripe is not the Payout Option chosen by you, Our Fee will be deducted from the Fan Payment received and your Athlete Earnings will be held by us or one of our subsidiary companies on your behalf
  • Your XPAND account will be updated within a reasonable time with your Athlete Earnings. Your Athlete Earnings will become available for withdrawal by you from your XPAND account once such Athlete Earnings appear in your XPAND account.
  • To make a withdrawal of Athlete Earnings from your XPAND account, you must have at least the minimum payout amount in your XPAND account. Please click on the Banking page on your account to see what the minimum payout amount is for your country of residence and Payout Option.
  • The amount that you see in your ‘current balance’ in your XPAND account is your Athlete Earnings at the relevant time. All Fan Payments and Athlete Earnings are transacted in USD only. If you have chosen the "Stripe" Payout Option then the Fan Payments and Athlete Earnings figures will be reflected in your local currency, at an exchange rate controlled by Stripe. Your bank may charge you currency conversion or transfer fees to receive the money. Additionally, your e-wallet company may charge you a fee for accessing the money. We do not have control over currency exchange rates or charges imposed by your bank or your e-wallet company, and we and our subsidiary companies will not be responsible for paying any charges imposed by your bank or your e-wallet company.
  • If a Fan successfully seeks a refund or chargeback from their credit card provider in respect of a Fan Payment made to you, we may investigate and may decide to deduct from your account an amount equal to the Athlete Earnings earned by you on the charged-back or refunded amount.
  • Except for Payout Options involving payment by direct bank transfer, we do not store any data disclosed by you when you register your Payout Options with a third-party payment provider
  • We may withhold all or any part of the Athlete Earnings due to you but not yet paid out:

Circumstances in which we may withhold Athlete Earnings:

  • We may withhold all or any part of the Athlete Earnings due to you but not yet paid out:
    • if we think that you have or may have seriously or repeatedly breached any part of the Terms of Service;
    • if you attempt or threat to breach any part of the Terms of Service in a way which we think has or could have serious consequences for us or another User (including actual or possible loss caused to us or another User); or
    • if we suspect that all or any part of the Athlete Earnings result from unlawful or fraudulent activity, either by you or by the Fan who made the Fan Payment resulting in the Athlete Earnings,
  • for as long as is necessary to investigate the actual, threatened or suspected breach by you or the suspected unlawful activity (as applicable). If following our investigation, we conclude that (i) you have seriously or repeatedly breached any part of the Terms of Service; (ii) you have attempted or threatened to breach any part of the Terms of Service in a way which has or could have serious consequences for us or another User (including actual or possible loss caused to us or another User), and/or (iii) the Athlete Earnings result from unlawful or fraudulent activity, we may notify you that you have forfeited your Athlete Earnings.
  • We may also withhold all or any part of the Athlete Earnings due to you but not yet paid out if we receive notice that you have secured, encumbered, pledged, assigned, or otherwise allowed a lien to be placed on Athlete Earnings. We undertake no duty to pay Athlete Earnings to third-party lienholders and may withhold payment of Athlete Earnings until the lien has been removed.
  • If we are withholding all or any part of the Athlete Earnings due to you and we determine that part of the Athlete Earnings withheld by us is unrelated to breaches by you of the Terms of Service or suspected unlawful or fraudulent activity, then we may arrange for you to be paid the part of the Athlete Earnings which we determine to be unrelated to breaches by you of the Terms of Service or suspected unlawful or fraudulent activity. However, you agree that if we consider that your breach(es) of the Terms of Service has or may cause us loss, we may withhold all Athlete Earnings due to you but not yet paid and we may set off such amounts against any losses suffered by us.
  • If once we have finished our investigation we determine that Athlete Earnings are forfeited, we will (unless prohibited by law) use our best efforts to ensure that any Fan Payments which resulted in forfeited Athlete Earnings are returned to the relevant Fans who paid such Fan Payments.

Promoting Tax compliance:

  • General:
    • We recommend that all athletes seek professional advice to ensure you are compliant with your local Tax and rules, based on your individual circumstances.
    • By using XPAND as an Athlete, you warrant (which means you make a legally enforceable promise) that you have reported and will report in the future the receipt of all payments made to you in connection with your use of XPAND to the relevant Tax authority in your jurisdiction, as required by law.
    • By using XPAND as an Athlete you warrant (which means you make a legally enforceable promise) that you will at all times comply with all laws and regulations relating to Tax which apply to you. If, at any point whilst you have an XPAND account, any Tax non-compliance occurs in relation to you (including a failure by you to report earnings or the imposition on you of any penalty or interest relating to Tax) or if any litigation, enquiry, or investigation is commenced against you that is in connection with, or which may lead to, any occurrence of Tax non-compliance, you agree that you will:
  • notify us by email to team@xpandsports.com. in writing within 7 days of the occurrence of the Tax non-compliance or the commencement of the litigation, enquiry or investigation (as applicable); and
  • promptly provide us by email to team@xpandsports.com. with: details of the steps which you are taking to address the occurrence of the Tax non-compliance and to prevent the same from happening again, together with any mitigating factors that you consider relevant; and such other information in relation to the occurrence of the Tax non-compliance as we may reasonably require.
  • For the avoidance of doubt, you are responsible for your own Tax affairs and we and our subsidiary companies (i) are not responsible for advising you on your Tax affairs and will not be liable in respect of any general information provided on XPAND or by team@xpandsports.com in respect of Tax, and (ii) will not be liable for any non-payment of Tax by Athlete.
  • We reserve the right to close your XPAND account if we are notified of or become aware of any Tax non-compliance by you.

ACCEPTABLE USE POLICY

BY USING OUR PLATFORM YOU AGREE TO THIS POLICY – PLEASE READ IT CAREFULLY


This Policy applies to your use of XPAND and all Content on XPAND and forms part of your agreement with us. This Policy sets out what is and is not permitted on XPAND. In this Policy, defined terms have the same meanings as in our Terms of Use for all Athletes.


Do not use XPAND except for your own personal use and do not sell, rent, transfer, or share your account or any Content obtained from your use of XPAND to or with anyone else.


Only use XPAND in a manner and for a purpose that is lawful. Do not upload, post, display, or publish Content on XPAND that is illegal, fraudulent, defamatory, hateful, discriminatory, threatening or harassing, or which encourages or promotes violence or any illegal activity.


Do not use XPAND in any way which may exploit, harm, or attempt to exploit or harm any individual under 18 years old, for example by exposing them to inappropriate Content.


Do not upload, post, display, or publish Content on XPAND that:

  • shows, promotes, advertises or refers to:
  • firearms, weapons, or any goods wholesale, possession or use is subject to prohibitions or restrictions;
  • drugs or drug paraphernalia;
  • self-harm or suicide;
  • incest;
  • bestiality;
  • violence, rape, lack of consent, hypnosis, intoxication, sexual assault, torture, sadomasochistic abuse or hardcore bondage, extreme fisting, or genital mutilation;
  • necrophilia;
  • urine, scatological, or excrement-related material;
  • "revenge porn" (being any sexually explicit material featuring any individual who has not given prior, express and fully informed consent to that material (a) being taken, captured, or otherwise memorialized, or (b) being posted and shared on XPAND);
  • escort services, sex trafficking, or prostitution;
  • contains unsolicited sexual content or unsolicited language that sexually objectifies another User or anyone else in a non-consensual way, or contains fake or manipulated sexual content in relation to another User or anyone else (including "deepfakes");
  • contains, promotes, advertises or refers to hate speech (being Content intended to vilify, humiliate, dehumanize, exclude, attack, threaten, or incite hatred, fear of, or violence against, a group or individual based on race, ethnicity, national origin, immigration status, caste, religion, sex, gender identity or expression, sexual orientation, age, disability, serious disease, veteran status, or any other protected characteristic);
  • contains or refers to anyone elses personal data or private or confidential information (for example, telephone numbers, location information (including street addresses and GPS coordinates), names, identity documents, email addresses, log-in credentials for XPAND including passwords and security questions, financial information including bank account and credit card details, biometric data, and medical records) without that persons express written consent;
  • either:
    • in the case of Content featuring public nudity, was recorded in or is being broadcast from a country, State or province where public nudity is illegal; or
    • in the case of Content featuring sexual activities, was recorded in or is being broadcast from a public place where members of the public are reasonably likely to see the activities being performed (this does not include outdoor places where members of the public are not present, for example private property such as a private backyard, or secluded areas in nature where members of the public are not present)
  • gives the impression that it comes from or is approved, licensed or endorsed by us or any other person or company;
  • causes or is calculated to cause inconvenience, or anxiety to anyone else or which is likely to upset, embarrass, or cause serious offense to anyone else;
  • is used or is intended to be used to extract money or another benefit from anyone else in exchange for removal of the Content; and/or
  • involves or promotes third-party commercial activities or sales, such as contests, sweepstakes and other sales promotions, product placements, advertising, or job posting or employment ads without our prior express consent.

You must comply with any requirements set out in our Community Guidelines:

  • Do not use XPAND to stalk, bully, abuse, harass, threaten or intimidate anyone else.
  • Do not use XPAND to engage in misleading or deceptive conduct, or conduct that is likely to mislead or deceive any other User.
  • Respect the intellectual property rights of Athlete, including by not recording, reproducing, sharing, communicating to the public or otherwise distributing their Content without authorization.
  • Do not do anything that violates our or someone elses rights, including intellectual property rights (examples of which are copyright, trademarks, confidential information, and goodwill), personality rights, unfair competition, privacy, and data protection rights.
  • Do not impersonate us, one of our employees, another User, or any other person or company or falsely state or suggest any affiliation, endorsement, sponsorship between you and us or any other person or company.
  • Do not provide false account registration information or make unauthorized use of anyone elses information or Content.
  • Do not post or cause to be posted any Content which is spam, which has the intention or effect of artificially increasing any Athletes views or interactions, or which is otherwise inauthentic, repetitive, misleading or low quality.
  • Do not transmit, stream, or otherwise send any pre-recorded audio or video material during a live stream or otherwise attempt to pass off recorded material as a live stream.
  • Do not use other media or methods (for example the use of codewords or signals) to communicate anything which violates this Policy.
  • Do not reproduce, print, distribute, attempt to download, modify, create derivative works of, publicly display, publicly perform, republish, download, store or transmit any Content, except as permitted under the Terms of Service.
  • Do not knowingly introduce any viruses, trojans, worms, logic bombs or other material into Content which is or may be malicious or technologically harmful.
  • Do not decompile, disassemble, reverse engineer, or otherwise attempt to discover or derive the source code of XPAND.
  • Do not use XPAND in a way that could adversely affect our systems or security or interfere with any other User’s use of XPAND, including their ability to engage in real-time activities through XPAND.
  • Do not use any automated program, tool or process (such as web crawlers, robots, bots, spiders, and automated scripts) to access XPAND or any server, network or system associated with XPAND, or to extract, scrape, collect, harvest or gather Content or information from XPAND.
  • Do not use XPAND name, logo or any related or similar names, logos, product and service names, designs, or slogans other than in the limited ways which are expressly permitted in the Terms of Service or with our prior written agreement.

Breaches of this Policy may lead to your account being suspended or terminated, and access to your earnings being revoked, as set out in the Terms of Service.


COMPLAINTS POLICY


Introduction: This document set out our complaints policy. If you are a User of XPAND, this Complaints Policy forms part of your agreement with us. Who we are and how to contact us: XPAND is operated by XPAND MEDIA LLC. We are a limited liability company registered in the state of Florida, with our company EIN number being 88-2695689.


Interpretation: In this Complaints Policy, defined terms have the same meanings given to them in the Terms of Use for all Athletes. In addition, the term "business days" means any day which is not a Saturday, Sunday or public holiday in the United States.


Who can use this Complaints Policy?


Whether or not you are a User of XPAND, you can use this Complaints Policy to alert us to any complaint which you have relating to XPAND.


How to make a complaint:


If you have a complaint about XPAND (including any complaint about Content appearing on XPAND or the conduct of a User), please send your complaint to team@xpandsports.com including your name, address, contact details, a description of your complaint and, if your complaint relates to Content, the URL for the Content to which your complaint relates.


How we will deal with complaints of illegal or non-consensual Content: Following receipt of your complaint of illegal or non-consensual Content under section 5 above:

  • we will take such steps as we consider to be appropriate to investigate your complaint within a timescale which is appropriate to the nature of your complaint;
  • if we require further information or documents from you, we will contact you to let you know;
  • we will in good faith investigate your complaint within seven (7) business days;
  • if we are satisfied that the Content is unlawful or non-consensual, we will immediately remove such Content, and we will notify you of our decision by email or other electronic message;
  • If we are satisfied that the Content is not unlawful or non-consensual, we will notify you of our decision by email or other electronic message.

Any dispute regarding our determination that Content is non-consensual will be submitted by us to a neutral arbitration association at our expense.


How we will deal with complaints related to copyright infringement:


Complaints related to copyright infringement must be submitted in accordance with our DMCA Policy, and we will respond to copyright infringement complaints as set out in such policy.


How we will deal with other complaints:


Following receipt of other complaints (including complaints related to other breaches of our Acceptable Use Policy) under section 5 above:

  • we will take such steps as we consider to be appropriate to investigate your complaint within a timescale which is appropriate to the nature of your complaint;
  • if we require further information or documents from you, we will contact you to let you know;
  • we will in good faith take such actions as we consider appropriate to deal with the issue which your complaint has raised. If you have complained about Content which appears on XPAND and we are satisfied that the Content otherwise breaches our Acceptable Use Policy, we will act quickly to remove such Content;
  • we are not obligated to inform you of the outcome of your complaint.

Unjustified or abusive complaints: If you are a User of XPAND, you warrant (which means you make a legally enforceable promise) that you will not make any complaint under this Complaints Policy which is wholly unjustified, abusive, or made in bad faith. If we determine that you have breached this warranty, we may suspend or terminate your User account.


2024 XPAND Media LLC