Terms of Service
Last Updated on August 29, 2024.
PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY USING THE DRIBBLEUP PRODUCTS OR SERVICES, YOU AGREE TO THESE TERMS OF SERVICE. IF YOU DO NOT ACCEPT THESE TERMS, DO NOT PURCHASE, ACCESS, OR USE THE DRIBBLEUP PRODUCTS OR SERVICES. BY MAKING ANY PURCHASES FOR OUR PRODUCTS OR SERVICES, REGISTERING FOR AN ACCOUNT FOR OUR SERVICES, OR USING THE SERVICES, YOU REPRESENT AND WARRANT THAT YOU ARE AN INDIVIDUAL OF LEGAL AGE WHO IS ELIGIBLE TO ENTER INTO A CONTRACT IN THE STATE IN WHICH YOU RESIDE, AND THAT YOU: (A) WILL BE RESPONSIBLE FOR ANY MINOR AUTHORIZED BY YOU TO USE AND ACCESS THE PRODUCTS AND SERVICES; AND (B) WHERE YOU ARE MAKING PURCHASES OR USING THE SERVICES ON BEHALF OF AN ENTITY, YOU ARE AN AUTHORIZED REPRESENTATIVE OF SUCH ENTITY TO AGREE TO AND BIND SUCH ENTITY TO THESE TERMS.
DribbleUp, Inc. (hereinafter, “DribbleUp,” “we,” “us,” or “our”) designs and sells smart sports and fitness equipment (such as the Smart Strength Ball and Smart Basketball) (“Smart Equipment”) and other products and related accessories (collectively with Smart Equipment, the “Products”), provides an iOS and Android application used for virtual sports and fitness training (the “App”), and offers related subscriptions, software, and websites (collectively with the App, the “Services”). These Terms of Service, together with any guidelines, policies, rules, notices, or other ancillary agreements, which are expressly incorporated by reference, including without limitation the Privacy Policy are hereby referred to as the “Terms”
PART I of these Terms apply to all Users.
PART II of these Terms are additional terms and conditions that apply only to Sports Clubs and their Coaches.
PART I: TERMS FOR ALL USERS
1. DEFINITIONS
“Beta Version” means early access or beta versions of software that is a part of the Services, including the App, or features or functionalities thereof.
“Coach” means the coach or other individual designated as such to represent a Sports Club.
“Dispute” means a dispute arising from these Terms or relating to the Products and Services.
“DribbleUp Content” means any photos, images, graphics, video, audio, data, text, music, training regimens, comments, software, works of authorship of any kind, and other information, content, or other materials that are posted, generated, provided, or otherwise made available through the Services, other than Your Content.
“DribbleUp Indemnitees” means collectively, DribbleUp and each of our officers, directors, employees, agents, contractors, coaches, trainers, licensors, and affiliates.
“End Users” means the individual users who are authorized by you (and the user’s parent or legal guardian where the individual is a minor) to use the Products and Services under or in connection with your account, such as the students of a school or members of a private sports club under a Sports Club Account.
“Feedback” means questions, comments, suggestions, ideas, and other feedback about DribbleUp and our Products and Services.
“Limited Product Warranty” means the limited warranty on the Product as provided for in Section 13.6 of these Terms.
“Order Form” means an ordering document that has been entered into by duly authorized representatives of DribbleUp and a Sports Club, referencing and incorporating these Terms.
“Privacy Policy” means DribbleUp’s privacy policy located at https://dribbleup.com/about/legal/privacy, as may be updated from time-to-time by DribbleUp.
“Sports Club” means a public or private sports club, afterschool program, or school that has entered into an Order Form with DribbleUp.
“Sports Club Account” means an account to the Services that allows a Sports Club’s members to use the Products and Services under or in connection with the Sports Club’s account and Subscription.
“Subscription” means a subscription to our Services (also referred to in our website and App as a “Membership”).
“Subscription Fee” means the fee for your Subscription, at the currently advertised rate, together with any other taxes.
“Subscription Period” means each period of Subscription, typically monthly or annual, as agreed to in the ordering page of the DribbleUp website when checking out or in an Order Form, as applicable.
“Subscription Term” means the duration of the Subscription, which includes all initial and renewal Subscription Periods, until termination or expiration.
“Third-Party Services” means third-party content, promotions, websites, apps, services, and resources not under DribbleUp’s control that are displayed, linked, or otherwise able to be accessed or used on or via the Services.
“User”, “you”, or “your” refers to any person or entity who purchases, accesses, or uses the Products or Services, including Sports Clubs, their Coaches, and End Users.
“Website” means DribbleUp’s website at https://dribbleup.com, or https://account.dribbleup.com/, as may be updated from time-to-time by DribbleUp.
“Your Child” means your minor child (individuals under the age of 18) or legal ward.
“Your Content” means photos, images, video, data, text, music, training regimens, comments, and other information and content that you or your End User post, upload, store, share, send, or display on or through the Services.
2. CHANGES TO THESE TERMS
We reserve the right to make changes or modifications to these Terms at any time and in our sole discretion. If we make changes to these Terms, we will provide notice of such changes by revising the date at the top of these Terms (as indicated by a revised “Last Updated” date at the top of this page). Your continued use of our Products or Services following notification of changes or modifications will constitute your acceptance of such changes or modifications. Accordingly, you should periodically review these Terms and check for any updates. Because the DribbleUp Products and Services are evolving over time, we may, without liability to you, temporarily or permanently change or discontinue all or any part of our Products or Services, at any time with or without notice, at our sole discretion.
3. SAFETY; USE THE SERVICES AT YOUR OWN RISK
3.1 ASSUMPTION OF RISK. IF YOU USE THE PRODUCTS OR SERVICES, OR ANY DRIBBLEUP CONTENT, YOU DO SO SOLELY AT YOUR OWN RISK AND YOU ARE AGREEING THAT YOU HAVE CAREFULLY READ AND AGREED TO THESE TERMS. YOU FURTHER ACKNOWLEDGE AND AGREE THAT YOU UNDERSTAND THE SAFETY HAZARDS, RISKS, DANGERS, AND POTENTIAL FOR INJURY ASSOCIATED WITH USE OF OUR PRODUCTS AND SERVICES. YOU FURTHER ACKNOWLEDGE AND AGREE THAT YOU ARE IN GOOD HEALTH AND PHYSICALLY FIT TO PARTICIPATE IN THE ACTIVITIES MADE AVAILABLE THROUGH THE DRIBBLEUP PRODUCTS AND SERVICES, THAT YOU HAVE NOT BEEN ADVISED OF ANY ADVERSE HEALTH CONDITIONS BY A PHYSICIAN, MEDICAL PRACTITIONER, OR OTHER HEALTH CARE PROVIDER, THAT YOU WILL NOT PARTICIPATE IN ANY OF THE ACTIVITIES MADE AVAILABLE THROUGH ANY DRIBBLEUP PRODUCT OR SERVICE UNDER THE INFLUENCE OF ALCOHOL, DRUGS, OR ANYTHING THAT COULD IMPAIR YOUR ABILITY TO SAFELY ENGAGE IN THE ACTIVITIES, AND THAT YOU WILL ONLY USE DRIBBLEUP PRODUCTS AND SERVICES IN ACCORDANCE WITH THEIR RECOMMENDED USES, HEED ANY WARNINGS AND SAFETY PRECAUTIONS LISTED ON OUR WEBSITES, APP AND/OR INSTRUCTIONS WITHIN THE APPLICABLE USER MANUAL OR ACCOMPANYING PRODUCT CARD, AND WILL ALWAYS EXERCISE SOUND JUDGMENT WHEN USING THE SERVICES AND PRODUCTS.
BY USING THE DRIBBLEUP PRODUCTS OR SERVICES, INCLUDING ANY DRIBBLEUP CONTENT, OR PHYSICALLY PARTICIPATING IN THE ACTIVITIES RECOMMENDED BY THOSE SERVICES, YOU AGREE TO ASSUME THE RISKS ASSOCIATED WITH SUCH ACTIVITIES. TO THE EXTENT PERMITTED BY APPLICABLE LAW, YOU FOREVER RELEASE, WAIVE AND DISCHARGE US, OUR SUBSIDIARIES, OWNERS, AGENTS, REPRESENTATIVES, AND EMPLOYEES FROM ANY AND ALL LIABILITY FOR LOSS OR DAMAGE, AND FOR EVERY CLAIM OR CAUSE OF ACTION OF ANY KIND INCLUDING, BUT NOT LIMITED TO, BODILY INJURY, DEATH, OR PROPERTY DAMAGE, ARISING OUT OF YOUR PARTICIPATION IN THE PHYSICAL ACTIVITIES RECOMMENDED BY THE SERVICES.
3.2 HEALTH & SAFETY WARNING. YOU EXPRESSLY AGREE THAT ENGAGING IN PHYSICAL ACTIVITIES AS PART OF THE DRIBBLEUP PRODUCTS AND SERVICES CARRY CERTAIN INHERENT AND SIGNIFICANT RISKS OF PROPERTY DAMAGE, BODILY INJURY OR DEATH AND THAT YOU VOLUNTARILY ASSUME ALL KNOWN AND UNKNOWN RISKS ASSOCIATED WITH THESE ACTIVITIES EVEN IF CAUSED IN WHOLE OR IN PART BY THE ACTION, INACTION OR NEGLIGENCE OF DRIBBLEUP OR OTHERS. YOU ALSO EXPRESSLY AGREE THAT DRIBBLEUP DOES NOT ASSUME RESPONSIBILITY FOR THE INSPECTION, SUPERVISION, PREPARATION, OR CONDUCT OF ANY RACE, COMPETITION, CONTEST, GROUP INTERACTION, GATHERING, OR EVENT THAT UTILIZES THE PRODUCTS OR SERVICES.
YOU SHOULD CONSULT YOUR PHYSICIAN, MEDICAL PRACTITIONER, OR OTHER HEALTH CARE PROVIDER BEFORE ENGAGING IN ANY OF THE PHYSICAL ACTIVITIES RECOMMENDED BY THE DRIBBLEUP SERVICES TO ASSESS YOUR ABILITY TO SAFELY ENGAGE IN SUCH ACTIVITIES. YOU SHOULD NOT ENGAGE IN ANY OF THE ACTIVITIES RECOMMENDED BY THE SERVICES IF YOU HAVE ANY MEDICAL CONDITIONS WHERE EXERCISE COULD INDUCE ADVERSE EFFECTS.
IF YOU ARE PREGNANT, DIABETIC, HAVE A HEART CONDITION, OR HAVE ANY INJURIES, DISABILITIES, OR OTHER MEDICAL CONDITIONS, YOU CERTIFY THAT YOU HAVE PERMISSION FROM YOUR PHYSICIAN, MEDICAL PRACTITIONER, OR OTHER HEALTH CARE PROVIDER TO BEGIN AN EXERCISE PROGRAM. YOU CERTIFY THAT YOU WILL START SLOWLY AND TAKE CARE NOT TO EXCEED YOUR CAPABILITIES WHEN EXERCISING. YOU SHOULD IMMEDIATELY STOP ANY ACTIVITY THAT CAUSES YOU TO BECOME DIZZY, DEHYDRATED, OR OTHERWISE AFFECTS YOUR BODY’S ABILITY TO FUNCTION NORMALLY. TO REITERATE YOUR AGREEMENT ABOVE, YOU AGREE THAT WE SHALL NOT BE RESPONSIBLE FOR ANY INJURIES YOU SUSTAIN WHILE PARTICIPATING IN ANY ACTIVITIES RECOMMENDED BY THE DRIBBLEUP SERVICES. YOU AGREE AND UNDERSTAND THAT IF YOU ARE INJURED WHILE UTILIZING THE PRODUCTS OR SERVICES, INCLUDING EXERCISING, YOU WILL BE SOLELY RESPONSIBLE FOR ALL MEDICAL COSTS, DAMAGES, AND OUT-OF-POCKET EXPENSES, AND ANY CLAIMS MUST BE SATISFIED THROUGH YOUR PERSONAL HEALTH INSURANCE OR ASSETS.
3.3 MEDICAL LIABILITY DISCLAIMER. The information on a DribbleUp website, and other Services, including the App is provided for educational and entertainment purposes only and is not intended as medical or nutritional advice. The Services are not intended to diagnose, treat, cure, or prevent any disease. You should not rely on this information as a substitute for, nor does it replace, professional medical advice, diagnosis, or treatment. If you have any concerns or questions about your health, you should always consult with a physician, general practitioner or other health-care professional. Do not disregard, avoid or delay obtaining medical or health related advice from your healthcare professional because of something you may have read or heard on a DribbleUp website or other Service. The use of information provided through the DribbleUp Service is solely at your own risk and is not medical or healthcare advice.
4. PRODUCTS, RETURNS, AND WARRANTY
4.1 Orders, Acceptance, and Fulfillment. You can browse and place orders for our Products through the Website. Unless otherwise specified at the time of purchase, you must pay for Products when you place the order. All orders are subject to acceptance by DribbleUp. After you place an order, you will receive an initial confirmation email from DribbleUp. When the order is shipped, you will receive another email containing your shipping confirmation, tracking number, and carrier information. If an order is on backorder, we’ll send you an email indicating that this is the case. DribbleUp reserves the right not to accept your order for any reason or for no reason at all. DribbleUp reserves the right to restrict multiple quantities of a Product being shipped to any one customer or postal address. We reserve the right to cancel an order placed by you at any time and for any lawful reason prior to our delivery of the Product(s) and receipt of payment in full from you, provided that we will refund any fees that you prepaid for those Products if we cancel. Sports Clubs may choose to place orders for Products on behalf of their End Users.
Unfortunately, the availability of Products cannot be guaranteed. Please note that product, service and other information provided is subject to corrections and changes without notice. Advertising depictions, graphics and diagrams are for illustrative purposes only and may not accurately reflect actual product or component availability. Colors, styles and other variants depicted are for illustration only and are subject to change. Errors will be corrected where discovered, and we reserve the right to revoke any stated offer and to correct any errors, inaccuracies or omissions.
4.2 No Resale. Products are intended for end users only and are not authorized for resale. Unauthorized resale of Products is prohibited.
4.3 Shipping and Delivery. DribbleUp will pack the Products in accordance with its standard practices. Title to the Products and risk of loss will pass to the purchasing User upon our delivery of the Products to the carrier. You acknowledge that all scheduled shipment dates are estimates only. DribbleUp will make reasonable efforts to meet the scheduled shipment dates, but in no event will DribbleUp be liable for any loss, damage, or penalty resulting from any delay in shipment or delivery.
4.4 Returns. You may return Products and receive a refund for any reason on the following conditions: (i) you must return the Product (and any related accessories) within thirty (30) days of the Product delivery date to the purchaser (ii) any returned Products must be in good condition (i.e., not damaged or rendered unusable), and (iii) all Product returns for purchases that are marked as a “Bundle” on our Website require the return of all Products in the Bundle in order to be eligible for a refund. Whether a Product is in good condition shall be determined in DribbleUp’s sole discretion. We will cover the return shipping fees for eligible returns, but you assume the risk of loss or damage to the returned Product(s) while in transit back to DribbleUp. To initiate a return, please contact us at hello@dribbleup.com. If your Sports Club purchased the Products, only the Sports Club may return such Products to DribbleUp.
4.5 Bundle Offer Returns. All Product returns for purchases that are marked as a “Bundle” on https://dribbleup.com require the return of all Products in the Bundle in order to be eligible for a refund.
5. SUBSCRIPTIONS AND TERMINATION
5.1 Subscriptions. Purchasing a Subscription in connection with your purchase of DribbleUp Smart Equipment may be required. A Subscription provides you with full access to DribbleUp’s Live Classes, On-Demand Classes, as well as other content and features during the Subscription Term. We may impose restrictions on the number of streams that can occur simultaneously under a single account or Subscription or the maximum number of End Users per account or Subscription. The following terms shall apply to your Subscription during your Subscription Term. DribbleUp, in its sole discretion, may make available a very limited amount of DribbleUp Content or features to non-subscribers from time to time, and any use of that DribbleUp Content is governed by these Terms.
5.2 Auto-Renewal. UNLESS YOU CANCEL YOUR SUBSCRIPTION IN ACCORDANCE WITH THE CANCELLATION PROVISIONS BELOW, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW FOR THE SAME DURATION AS YOUR INITIAL SUBSCRIPTION PERIOD, AND YOU AUTHORIZE US TO COLLECT THE APPLICABLE FEES VIA YOUR PAYMENT METHOD FOR EACH RENEWAL. The renewal Subscription Periods will be the same duration as your initial Subscription Period unless otherwise disclosed to you at the time of sale. The Subscription Fees for each renewal Subscription Period will be no more than the rate for the immediately prior Subscription Period, excluding any promotional and discount pricing, unless we notify you of a rate change prior to your auto-renewal.
5.3 Free Trials, Promotions, and Beta Products. From time to time, we may offer a free trial or promotional Subscription. IF YOU REGISTER FOR A FREE TRIAL OR PROMOTIONAL SUBSCRIPTION, WE WILL AUTOMATICALLY BEGIN TO BILL YOUR ACCOUNT AT OUR STANDARD RATES WHEN THE FREE TRIAL OR PROMOTIONAL PERIOD EXPIRES, unless you cancel your Subscription before the free trial or promotion ends or the promotion explicitly states that your Subscription does not automatically renew at the time of sale.
In addition, DribbleUp may from time-to-time permit you to access and use Beta Versions of Services for evaluation purposes, such as for testing, confirming, or training. YOU UNDERSTAND AND AGREE THAT BETA VERSIONS ARE STILL IN ITS TESTING PHASE AND IS BELIEVED TO CONTAIN DEFECTS. A PRIMARY PURPOSE OF BETA VERSIONS IS TO OBTAIN FEEDBACK ON PERFORMANCE AND THE IDENTIFICATION OF DEFECTS. YOU ARE NOT TO USE SENSITIVE DATA, INCLUDING ANY PERSONAL INFORMATION, WITH BETA VERSIONS. FURTHERMORE, YOU ARE ADVISED TO SAFEGUARD IMPORTANT DATA, TO USE CAUTION AND NOT TO RELY IN ANY WAY ON THE CORRECT FUNCTIONING OR PERFORMANCE OF THE BETA VERSIONS OR ACCOMPANYING MATERIALS OR DOCUMENTATION. ANY BETA VERSIONS MADE AVAILABLE BY DRIBBLEUP WILL BE MADE AVAILABLE ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY REPRESENTATION OR WARRANTY OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY (TO THE FULLEST EXTENT PERMITTED BY LAW).
5.4 Cancellation. YOU CAN REQUEST TO CANCEL YOUR SUBSCRIPTION AT ACCOUNT.DRIBBLEUP.COM OR BY CONTACTING US AT hello@dribbleup.com. IN ORDER TO AVOID AUTO-RENEWAL, YOU MUST SEND A REQUEST TO CANCEL YOUR SUBSCRIPTION EITHER: (A) TWENTY-FOUR (24) HOURS PRIOR TO THE END OF YOUR THEN-CURRENT SUBSCRIPTION PERIOD; OR (B) THE DEADLINE AS STATED IN YOUR ORDER FORM; WHICHEVER IS EARLIER.
If you timely cancel your Subscription, you will have access to the applicable Services until the end of your then-current Subscription Period, after which, you will lose access to all live and on-demand classes and any other DribbleUp Content and features.
5.5 Suspension/Termination by DribbleUp. DribbleUp, in its sole discretion, may immediately terminate or suspend all or a portion of your or your End User’s Subscriptions, access to the Services including your or your End user’s App account, with or without notice if: (a) your or your End User’s payment is overdue (provided that we will use reasonable efforts to notify you or your applicable End User of the overdue payment before we terminate or suspend); (b) you or your End User provide false or inaccurate information; (c) you or your End User violate these Terms, or any other DribbleUp rules, policies, or agreements then in effect; (d) you or your End User engage in conduct that is a violation of any applicable law or tariff (including, without limitation, copyright and intellectual property laws); (e) if you or your End User engage in conduct that is threatening, abusive or harassing to DribbleUp employees, agents, or other DribbleUp users, including, for example, making threats to physically harm or damage property; (f) if DribbleUp determines, in its sole discretion, to discontinue or change any aspect of the Products or Services; or (g) for any other lawful reason.
5.6 Effects of Suspension/Termination. If we terminate or suspend your account and/or Subscription, then your license to use the App or any other DribbleUp software or DribbleUp Content, or right to access and use Services provided in connection with your Subscription, is also terminated or suspended (as applicable). For clarity, if your Subscription is suspended and/or terminated for any reason, you and your End Users will lose access to all Live & On-Demand Classes and any other DribbleUp Content or features provided through the Subscription. If your account and/or Subscription is terminated, DribbleUp has the right to immediately delete all data, files, and other information stored in or for your and your End User’s accounts without further notice to you. You must pay all charges up to and including the date of termination. Should you or your End Users wish to resume your Subscription after any suspension, a restoration of service fee may apply. This fee is in addition to all past due unpaid charges and other fees. If termination was caused by
5.7 Survival. Upon termination of your account, Subscription, or these Terms, any provision that, in order to give proper effect to its intent, should survive the expiration or termination of your Subscription Term and these Terms, will survive.
5.8 Statutory Cancellation Rights (Certain Canadian Residents Only)
5.8.1 British Columbia Residents. You may cancel your Subscription ten (10) days after you initially subscribe for any reason by sending DribbleUp a notice of cancellation to hello@dribbleup.com.
5.8.2 Ontario Residents. Your rights under the Consumer Protection Act 2002:
You may cancel your Subscription and these Terms at any time during the period that ends ten (10) days after the later of the day you receive a written copy of these Terms and the day all the Services are made available to you. You do not need to give DribbleUp a reason for cancelling during this ten-day period.
In addition, there are grounds that allow you to cancel your Subscription and these Terms. You may also have other rights, duties and remedies at law. For more information, you may contact the Ministry of Consumer and Business Services.
To cancel your Subscription and these Terms, you must give notice of cancellation to DribbleUp, at the address set out herein, by any means that allows you to prove the date on which you gave notice. If no address is set out in these Terms, use any address of DribbleUp that is on record with the Government of Ontario or the Government of Canada or is known by you.
If you cancel your Subscription and these Terms, DribbleUp has fifteen (15) days to refund any payment you have made and return to you all goods delivered under a trade-in arrangement (or refund an amount equal to the trade-in allowance).
6. PAYMENT AND PRICING
6.1 General. By placing an order for Products or Services, you agree that: (a) any credit card information supplied by you is true and complete; (b) you will pay the applicable price listed, as well as any applicable shipping and handling charges and taxes; and (c) Products and Services purchased by you are for personal or gift use and not for commercial use.
6.2 Prices. Prices listed are stated in USD, GBP, or EUR, and do not include any shipping and handling charges or applicable taxes, which charges and taxes will be communicated to you before you place an order. You are responsible for paying such charges and taxes to DribbleUp. You agree to indemnify and hold DribbleUp harmless from and against any liabilities, interest, penalties or fees assessed against DribbleUp arising from your failure to pay any such charges or taxes. All prices for Product and Services are subject to change at any time.
6.3 Billing. Upon signing up for a Subscription, you will be offered either a monthly payment option or an annual payment option for your Subscription Fees. You expressly agree that we are authorized to charge the Subscription Fee to your chosen payment method. Please note that Subscription Fees are subject to change with notice to your email address associated with your account, unless applicable law requires you to expressly consent to the change in price, and subject to the terms of your Order Form where applicable. It is your responsibility to ensure that the email address associated with your account is correct and that your email account will receive emails from us.
You authorize us to bill your payment method for Subscription Fees and to update and retain information about the payment method associated with your account during your Subscription Term, including any renewals Subscription Periods. If we do not receive payment from your designated payment method on the date that your payment becomes due, we may (a) assess late fees and costs of collection to overdue payments, or (b) terminate or suspend your account and Subscription for nonpayment (provided that we will use reasonable efforts to notify you of the overdue payment before we terminate or suspend).
6.4 Billing Errors. If you believe that you have been billed in error or have other billing inquiries, please notify us within thirty (30) days of the billing date by contacting us at hello@dribbleup.com. We will not issue credits or refunds after the thirty (30) day period has passed, except where required by applicable law.
6.5 SUBSCRIPTION FEE REFUNDS. SUBSCRIPTION FEES ARE REFUNDABLE ONLY IF: (A) THE SUBSCRIPTION IS CANCELED WITHIN THIRTY (30) DAYS OF A SMART EQUIPMENT DELIVERY AND (B) YOU ARE A FIRST-TIME PURCHASER OF DRIBBLEUP SMART EQUIPMENT. OTHERWISE, WE DO NOT PROVIDE REFUNDS FOR SUBSCRIPTION CANCELLATIONS, SUBJECT TO SPECIFIC CANCELLATION AND REFUND RIGHTS LISTED IN SECTION 5.8 FOR CERTAIN CANADIAN RESIDENTS.
6.6 Financed Purchases. If you finance the purchase of your Products or Services, you agree to abide by the terms of the financing agreement with our financing partner governing your purchase, which will be provided to you separately. DribbleUp may treat your failure to abide by the terms of your financing agreement with our financing partner as a breach of these Terms.
7. ELIGIBILITY; ACCOUNT REQUIREMENTS
7.1 Minors. Except as otherwise noted below, our Services are available only to individuals 13 years of age or older, and our Products and Services are available for purchase via credit card by adults 18 years of age and older via our Website. DribbleUp also allows limited use of the Products and Services by children under 13, but only with the consent and supervision of the child’s parent or guardian. Minors may use the Products and Services only after the parent or guardian has set up an account with the parent’s or guardian’s personal information - not the child’s. If you permit Your Child to use the Products or Services, you hereby agree to these Terms on behalf of yourself and Your Child, and you understand and agree that you will be responsible for all uses of the Products and Services by Your Child whether or not such uses were authorized by you. Please see our Privacy Policy for more information.
7.2 Account Credentials. You are responsible for all activity that occurs in association with your account. DribbleUp is not liable for any loss or damages caused by your failure to maintain the confidentiality of your account credentials. Please contact us if you discover or suspect any security breach related to the Services or your account.
7.3 Connection Requirements. You may only connect to the App using a Product that is manufactured, distributed, or sold by DribbleUp itself or through its authorized resellers or agents. You may not connect to the App with (a) any product or device that is not manufactured, distributed, or sold by DribbleUp itself or through its authorized resellers or agents (such as a knock off or counterfeit version of our Product); (b) any product or device that otherwise intends to resemble or purports to be a DribbleUp Product; or (c) any unauthorized application or third-party connection. Any violation or attempted violation of this provision may result in the immediate termination of your ability to access the Services.
7.4 Mobile Device Responsibility. Full use of the Services is dependent upon your and your End User’s use of a mobile device and, in some cases, internet access. The maintenance and security of such equipment may influence the performance of the Products and Services and it is your responsibility to ensure the equipment’s functionality. You or your End Users are responsible for all cellular, data, and internet access charges. Please check with your cell phone carrier and internet provider for information on possible data usage charges (or have your End User check with their carrier and provider, as applicable).
8. YOUR CONTENT
You or your End Users retain all rights to Your Content that you post to the Services. By making Your Content available on or through the Services you hereby grant to DribbleUp a non-exclusive, transferable, sublicensable, worldwide, royalty-free license to use, copy, modify, publicly display, publicly perform, reproduce, translate, create derivative works from, and distribute Your Content, in whole or in part, including your name and likeness, in any media. The rights you grant us in this Section are only for the limited purpose of offering and improving our Products and Services. You further acknowledge, understand, and agree that: (a) You are solely responsible for Your Content; and (b) DribbleUp may, in its sole discretion, alter, remove, or refuse to display any of Your Content, and may forbid you and your End Users from posting, uploading, storing, sharing, sending, or displaying Your Content to and via the Services.
9. FEEDBACK
Separate and apart from Your Content, we welcome Feedback. If you or your End users provide Feedback, whether by email or otherwise, you agree that it is non-confidential (unless we state otherwise in writing) and shall become the sole property of DribbleUp. DribbleUp shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of Feedbacks for any purpose, commercial or otherwise. You acknowledge that DribbleUp is not obligated to provide acknowledgment or compensation to you or your End Users in exchange for any Feedback.
10. DRIBBLEUP PROPERTY; YOUR LIMITED LICENSE; RESTRICTIONS
10.1 DribbleUp Content. DribbleUp Content, the Products and Services, and their underlying technology are protected by copyright, trademark, patent, intellectual property, and other laws of the United States and foreign countries. We reserve all rights not expressly set forth in these Terms.
10.2 DribbleUp Marks. “DribbleUp,” the DribbleUp logos, and any other DribbleUp service name or slogan contained on the Products and Services, and the overall look and feel of the Products and Services, including page headers, graphics, icons, and scripts, are trademarks and/or the property of DribbleUp and may not be copied, imitated or used, in whole or in part, without the prior written permission of DribbleUp. All other trademarks, registered trademarks, product names, and names or logos mentioned or used on the Products and Services are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder.
10.3 License and Access Rights. You and your End Users are granted a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the App and right to access and use the Services and view the DribbleUp Content solely for your and your End User’s personal, non-commercial enjoyment, and subject to any scope and limitations in an Order Form where applicable. You will not use, sublicense, copy, adapt, modify, translate, disclose, prepare derivative works based upon, distribute, license, sell, rent, lease, assign, transfer, publicly display, publicly perform, transmit, broadcast, or otherwise exploit the DribbleUp Content, Services, or any portion thereof (including any third-party software), except as expressly permitted in these Terms. No licenses or rights are granted to you by implication or otherwise under any intellectual property rights owned or controlled by DribbleUp or its licensors, except for the licenses and rights expressly granted in these Terms.
10.4 Usage Restrictions. Except to the extent permitted by law, you may not perform, attempt to perform, or encourage or assist others in performing any of the following while accessing or using the Products or Services: (a) use, display, mirror, or frame the Services or any individual element within the Services, including the layout and design of any page, without DribbleUp’s express written consent; (b) access or tamper with non-public areas of the Services, DribbleUp’s computer systems, or the technical delivery systems of DribbleUp’s providers; (c) test the vulnerability of any DribbleUp system or breach any security or authentication measures; (d) circumvent any technological measure implemented by DribbleUp or any third party to protect the Services; (e) access the Products or DribbleUp Content through the use of any mechanism other than through the use of the Services or other authorized DribbleUp connection; or (f) modify, decompile, disassemble, reverse engineer, tamper with, or otherwise attempt to derive the source code of any software that DribbleUp provides to you or any other part of the Services.
11. COPYRIGHT AND INFRINGER POLICY
In accordance with the Digital Millennium Copyright Act (“DMCA”) and other applicable law, DribbleUp has adopted a policy of terminating, in appropriate circumstances and in DribbleUp’s sole discretion, users who are deemed to be repeat infringers of other’s copyrighted property. DribbleUp may also, in our sole discretion, limit access to the Products and Services and/or terminate the accounts of any users who we believe may infringe any intellectual property rights of others, whether or not there is any repeat infringement.
If you believe that anything on the Services infringes upon any copyright which you own or control, you may file a notification of such infringement with the DribbleUp Copyright Agent as set forth below.
Attn: Copyright Agent
DribbleUp, Inc.
130 New Hyde Park Road
Unit DU
Franklin Square, NY 11010
Please see 17 U.S.C. §512(c)(3) for the requirements of a proper notification. You should note that if you knowingly misrepresent in your notification that the material or activity is infringing, you will be liable for any damages, including costs and attorneys’ fees, incurred by us or the alleged infringer as the result of our relying upon such misrepresentation in removing or disabling access to the material or activity claimed to be infringing.
12. THIRD-PARTY SERVICES
The Services may display or permit linking to or other access to or use Third-Party Services. This may include the opportunity for you to link your DribbleUp account, data, or the Services with Third-Party Services. We provide these links only as a convenience and are not responsible for the products, services, or other content that are available from Third-Party Services. You acknowledge that any Third-Party Services that you use in connection with the Services, such as third-party applications accessed on the Services, are not part of the Services and are not controlled by DribbleUp, and you take sole responsibility and assume all risk arising from your interaction with or use of any Third-Party Services. You also acknowledge that these Terms and the DribbleUp Privacy Policy do not apply to any Third-Party Services. You are responsible for reading and understanding the terms and conditions and privacy policy that applies to your use of any Third-Party Services. Reference to any Third-Party Services by trade name, trademark, manufacturer, supplier, or otherwise does not necessarily constitute or imply endorsement, sponsorship, or recommendation thereof by DribbleUp.
13. REPRESENTATION, WARRANTIES, AND DISCLAIMERS
13.1 Your Reps and Warranties. You hereby represent, warrant, and agree to the following:
13.1.1 Authority. You have the full power and authority to enter into and perform under these Terms. If you are using our Products or Services on behalf of any entity, you represent and warrant that you are authorized to accept these Terms on such entity’s behalf.
13.1.2 Your Content and Use of Services. (a) You own Your Content or you have all rights necessary to grant us a license to use Your Content as described in these Terms; (b) Your Content, the use and provision of Your Content on the Services, and your use of the Products and Services will not: (i) infringe, misappropriate, or violate a third party’s patent, copyright, trademark, trade secret, moral rights, or other intellectual property rights, or rights of publicity or privacy; (ii) violate, or encourage any conduct that would violate, any applicable law or regulation or would give rise to civil liability; (ii) be fraudulent, false, misleading, or deceptive; (iii) be defamatory, obscene, pornographic, vulgar, or offensive; (iv) promote discrimination, bigotry, racism, hatred, harassment, or harm against any individual or group; (v) be violent or threatening or promote violence or actions that are threatening to any person or entity; or (vi) promote illegal or harmful activities or substances; (c) in using the Products or Services, You will not: (i) upload any content that contains software viruses or is designed to interrupt, destroy, or limit the functionality of any Product or Services, or that contains other harmful, disruptive, or destructive files or content; (ii) use or attempt to use another user’s account without authorization, or impersonate any person or entity; (iii) harvest, solicit, or collect information of other users for any reason whatsoever, including, without limitation, for sending unsolicited communications; (iv) post, advertise, or promote products or services commercially, or upload any content that is advertising, promotional material, junk mail, spam, or a contest or sweepstake, or that furthers or promotes criminal activity; or (iv) use the Products or Services in any manner that, in our sole discretion, is objectionable or restricts or inhibits any other person from using or enjoying the Products or Services, or which may expose us or our users to any harm or liability of any type; and (d) You will use our Products and Services in a manner consistent with any and all applicable local, state, national, and international laws and regulations, including, but not limited to, United States export-control laws.
13.1.3 OFAC Restrictions. If you are (a) located in, under the control of, or a national or resident of any country to which the United States has embargoed goods or services, (b) identified as a “Specially Designated National”, or (c) placed on the US Commerce Department’s Denied Persons List, you will not engage in financial transactions with, or commercial activities on, DribbleUp’s Services.
13.2 Limited Product Warranty. DribbleUp warrants to the original purchaser that our Products shall be free from defects in materials and workmanship under normal use for a period of forty-five (45) days from the date of purchase. If a defect arises, please email us at hello@dribbleup.com and we will, at your option, (i) replace the Product with a new or refurbished Product, or (ii) refund your payment. DribbleUp may, in our sole discretion, require you to return the defective Product to us. This Limited Product Warranty does not apply to (a) replacement Products, (b) non-DribbleUp products, (c) cosmetic damage or normal wear and tear, (d) Products that are misused, abused, mishandled, or otherwise not used as intended or in accordance with DribbleUp’s instructions. We reserve the right to verify that you are the original purchaser and that the defective products are genuine DribbleUp Products. To the extent permitted by law, this Limited Product Warranty is your sole and exclusive remedy for any Product defects.
13.3 DISCLAIMERS. EXCEPT FOR THE LIMITED PRODUCT WARRANTY: (A) THE PRODUCTS, SERVICES, AND DRIBBLEUP CONTENT ARE PROVIDED “AS IS,” WITHOUT WARRANTY OF ANY KIND; (B) WE MAKE NO WARRANTY THAT THE PRODUCTS, SERVICES, OR DRIBBLEUP CONTENT WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS; AND (C) WE MAKE NO WARRANTY REGARDING THE QUALITY, ACCURACY, TIMELINESS, TRUTHFULNESS, COMPLETENESS, OR RELIABILITY OF THE SERVICES OR ANY DRIBBLEUP CONTENT. EXCEPT FOR THE LIMITED PRODUCT WARRANTY, WITHOUT LIMITING THE FOREGOING, WE EXPLICITLY DISCLAIM ALL EXPRESS OR IMPLIED WARRANTIES ARISING OUT OF OR RELATED TO THESE TERMS OR THE PRODUCTS OR SERVICES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, OR NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF A COURSE OF DEALING OR USAGE OF TRADE.
14. LIMITATION OF LIABILITY
14.1 INDIRECT DAMAGES EXCLUSION. NEITHER DRIBBLEUP, ITS EMPLOYEES, COACHES, TRAINERS, OFFICERS, DIRECTORS, AGENTS, CONTRACTORS, AFFILIATES, SUPPLIERS, OR LICENSORS, NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE PRODUCTS AND SERVICES WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE SERVICES, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT DRIBBLEUP HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGES, AND EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
14.2 MAXIMUM LIABILITY. IN NO EVENT WILL DRIBBLEUP’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE PRODUCTS OR SERVICES EXCEED (A) THE AMOUNTS YOU HAVE PAID TO DRIBBLEUP FOR USE OF THE PRODUCTS AND SERVICES OR (B) ONE HUNDRED DOLLARS ($100) IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO DRIBBLEUP, AS APPLICABLE.
14.3 BASIS OF BARGAIN. THE EXCLUSIONS AND LIMITATIONS OF LIABILITY AND DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN DRIBBLEUP AND YOU.
14.4 SUBJECT TO LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, THE LIMITATIONS OF SECTIONS 14 AND 15 WILL APPLY TO YOU TO THE FULLEST EXTENT PERMITTED BY LAW.
15. INDEMNITY
You shall defend, indemnify, and hold harmless the DribbleUp Indemnitees from and against any and all losses, costs, expenses, damages, injuries, and/or liability of any kind, including attorney’s fees, that a DribbleUp Indemnitee may incur or suffer as a result of any claims, suits, or proceedings asserted or commenced by any third party (including any of your End Users), which arise out of or are in any way connected with: (a) your or your End User’s access or use of our Products or Services; (b) Your Content or Feedback; (c) your or your End User’s breach or alleged breach of representation, warranties, or covenants under these Terms; (d) your or your End User’s violation of any law or the rights of another; or (e) your or your End User’s conduct in connection with the Products and Services. We reserve the right, in our sole and unfettered discretion, to control any action or proceeding, including selection of counsel, and determine whether we wish to settle it, and if so, on what terms, in which event you will cooperate with us in asserting any available defenses.
16. DISPUTE RESOLUTION
PLEASE READ THIS SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES WITH DRIBBLEUP AND IT LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF.
16.1 Informal Resolution. We want to address your concerns without resorting to a formal legal case. Before filing a formal legal claim against DribbleUp, you agree to try to resolve Disputes informally by contacting hello@dribbleup.com. We will try to resolve the Dispute informally by contacting you through email. If a Dispute is not resolved within fifteen (15) days after submission, you or DribbleUp may bring a formal proceeding as set forth in this Section.
16.2 Arbitration. Subject to the provision on information resolution above, you and DribbleUp agree to arbitrate all Disputes, except that you and DribbleUp are not required to arbitrate any Dispute in which either party seeks equitable or other relief for the alleged unlawful use of copyrights, trademarks, trade names, logos, trade secrets, patents, or other intellectual property.
16.3 Choice of Law. Except as otherwise required by applicable law, the Terms and the resolution of any Disputes hereunder shall be governed by and construed in accordance with the laws of the State of New York without regard to its conflict of laws principles.
16.4 Venue. You and DribbleUp agree that any arbitration will occur in New York, New York and that arbitration will be conducted confidentially by a single arbitrator in accordance with the American Arbitration Association (AAA) Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. If for any reason this agreement to arbitrate does not apply to a Dispute, you and DribbleUp agree that any judicial proceeding, including any appeal of an arbitration award, will be brought exclusively in the federal or state courts located in New York, New York. Both you and DribbleUp consent to venue and personal jurisdiction there, and both agree to waive rights to a jury trial.
16.5 CLASS ACTION WAIVER. WHETHER THE DISPUTE IS HEARD IN ARBITRATION OR IN COURT, YOU WAIVE ANY RIGHT TO COMMENCE A CLASS ACTION, CLASS ARBITRATION, OR OTHER REPRESENTATIVE ACTION OR PROCEEDING.
17. MISCELLANEOUS
17.1 Entire Agreement. These Terms incorporate the following legal documents by reference, as well as any other policies or procedures referenced herein that are posted to the DribbleUp Website or linked therefrom from time to time: (a) Privacy Policy; (b) Delivery Guarantee; (c) 30-Day Money-Back Guarantee. In the event of a conflict between the provisions in any policies posted or linked on the Website, these Terms, and an Order Form, the following order of precedence will govern: (x) the Order Form, but solely for the scope covered under such Order Form, (y) these Terms, and (z) the policies posted or linked on the Website. These Terms, and where applicable the Order Forms, represent the entire understanding between DribbleUp and you regarding the DribbleUp Products and Services and supersede all prior agreements and understandings regarding the same. If any provision of these Terms and an Order Form is held invalid or unenforceable by an arbitrator or a court of competent jurisdiction, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms and Order Form will remain in full force and effect.
17.2 Assignment. You may not assign any of your rights or obligations under these Terms or an Order Form without prior written consent from DribbleUp. DribbleUp may assign any or all of its rights under these Terms and an Order Form, in whole or in part, without obtaining your consent or approval.
17.3 Waiver. Our failure or delay in exercising any right, power, or privilege under these Terms or an Order Form shall not operate as a waiver thereof.
17.4 Severability. The invalidity or unenforceability of any of these Terms or provisions in the Order form shall not affect the validity or enforceability of any other of these Terms and provisions in the Order Form, all of which shall remain in full force and effect.
PART II: ADDITIONAL TERMS ONLY FOR SPORTS CLUBS AND COACHES
1. ORDER FORMS
By entering into an Order Form incorporating these Terms, you are agreeing on behalf of your Sports Club to be bound by these additional terms and conditions under this Part II of the Terms.
2. RESPONSIBILITY FOR END USERS
Sports Club represents, warrants, and agrees that its End Users agree to and are bound by Part I of these Terms as applicable to their use of the Products and Services. Sports Clubs and their Coaches will remain responsible for its End User’s compliance with these Terms and shall indemnify, defend, and hold harmless DribbleUp Indemnitees for the End User’s compliance with Part I of these Terms.
3. SPORTS CLUB ACCOUNT
3.1 Sports Club Registration. Only Sports Clubs may register for a Sports Club Account. Sports Club Accounts allow up to a certain number of End Users to be using the Services simultaneously under or in connection to the Sports Club Account. The designated Coach under a Sport Club Account must at all times during the subscription period be currently employed or otherwise engaged as an independent contractor with the Sports Club. The Coach’s employment or independent contractor status must be independently verifiable, and the Coach must only use or facilitate the use of the Sports Club Account for its End Users at the Sports Club for which the Coach has authorization. If a Coach wants to use the Services for his or her own personal use or family, he or she must also register for a separate personal account. By registering for a Sports Club Account, the Sports Club represents and warrants that its use of the Products and Services and provision of data of any minors to or through the Services is compliant with any obligations the Sports Club has under applicable laws, including, without limitation, the Family Educational Rights and Privacy Act, where applicable.
3.2 End User Registration and Payments. A Sports Club may choose via the Order Form to either: (a) to have the End Users purchase their own Products and Services, including their own Subscriptions, using a link that DribbleUp will provide and Sports Club will share, that connects the End User as an End User under the Sports Club Account; or (b) purchase the Products and Services, including the Subscriptions for use by its End Users.
4. COOPERATION
Sports Club agrees to provide timely cooperation, information, materials, and access to personnel and systems requested by DribbleUp for DribbleUp’s provision of its Products and Services to you and your End Users.
5. LICENSE TO YOUR MARKS
Sports Club hereby grants to DribbleUp a limited, non-exclusive, royalty-free, non-transferable license to display the Sports Club’s trademarks and logos and related intellectual property for the limited purposes of: (a) allowing DribbleUp to reference that the Sports Club is a customer of DribbleUp’s Products and Services, whether on our App, Website, or marketing materials; and (b) providing Sports Club with the Services, including using Sports Club’s trademark and logo on your Coach dashboard.
6. CONFIDENTIALITY
6.1 Obligations. “Confidential Information” means any information provided by DribbleUp or obtained through the Products or Services that is designated as confidential or should reasonably be understood to be confidential. You agree to: (a) safeguard such Confidential Information by using at least the same degree of care and discretion you use with your own like information that you regards as confidential and using no less than the industry standard of care to protect the confidentiality of the information; (b) keep any Confidential Information in strict confidence and prevent disclosure, publication, or dissemination of such except as otherwise expressly permitted in this section; (c) only use the Confidential Information to fulfill your obligations under these Terms or as necessary to use the Products and Services as contemplated herein; (d) only disclose the Confidential Information to your employees, affiliates, suppliers, consultants, and legal and financial advisors who have a “need to know”, who have been apprised of the confidential nature of the information, and who are themselves bound by nondisclosure obligations at least as restrictive as those set forth in this section; (e) not to disclose or otherwise make available Confidential Information to any third party except as explicitly provided herein without the prior written consent of DribbleUp; and (f) promptly notify DribbleUp in the event you become aware of any loss or disclosure of any of the Confidential Information. At expiration or termination, you shall either return or destroy DribbleUp’s Confidential Information no later than thirty (30) days of the expiration or termination, at DribbleUp’s direction.
6.2 Compelled Disclosure. If you are compelled by law to disclose any Confidential Information, you shall provide DribbleUp with prompt written notice, and if requested, cooperate with the DribbleUp to obtain a protective order or other appropriate remedy. If parties cannot obtain a protective order, other appropriate remedy, or otherwise fail to quash the legal process requiring disclosure, you shall disclose the requested Confidential Information only to the extent necessary to satisfy the request.
7. PRIVACY AND SECURITY
The collection, use, and disclosure of the Sports Club’s End User information, including those of any minors, will be treated in accordance with our Privacy Policy. Sports Club represents and warrants that it will use and maintain commercially reasonable physical, administrative, and technical safeguards in its use of the Services.