Welcome to vIQtorism, the cloud-based software as a service platform (the "Service") that enables Individual Users to build, manage, track, and analyze their athletic careers from amateur sports through professional opportunities and post-athletic transitions. The platform serves Individual Users and their parents ("Individual Users"), club sports programs, secondary Institutions and colleges/universities ("Institutions"), and Sponsors seeking name, image and likeness ("NIL") licenses from Individual Users and Institutions ("Sponsors").
Service features include NIL data management and tracking, program management tools, performance analytics, communication and scheduling systems, academic and compliance tracking, recruiting management, post-sports career resources, vendor credentialing and workflows, contract and financial oversight, payment processing, training tools, document storage, and AI-powered decision support systems for athletic career planning, program administration, and vendor partnership management.
To access and use the Service, you must agree to, and follow, the terms and conditions set forth in these Software Terms of Service (the "Terms"). Once you select "I AGREE" at the end of the Terms you can then register an account within viqtori.com (the "Site"). Once you accept the Terms they become a legally binding contract between you and vIQtori, LLC ("vIQtori," "we," or "us"), an Illinois limited liability company, to access and use the Service through approved browsers on a trial basis, if offered, then on a month-to-month paid subscription basis. Please carefully read through these Terms then click "I AGREE" to accept the Terms and be allowed to create an account and use the Service features specific to your subscription (athlete, school, or vendor).
THESE TERMS REQUIRE THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS ONLY (SO THAT CASE CONSOLIDATIONS AND CLASS-ACTIONS ARE NOT PERMITTED) IN ORDER TO RESOLVE DISPUTES. YOU AGREE THAT YOU AND VIQTORI WAIVE THE RIGHT TO A JURY TRIAL AND THE RIGHT TO PARTICIPATE AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS ACTION LAWSUIT OR REPRESENTATIVE PROCEEDING, LIKE A GROUP ARBITRATION.
1. ACCEPTANCE
Use of the Service is subject to compliance with these Terms and any related agreements specific to the feature(s) that are included in your subscription.
You represent that you will truthfully complete the account registration to use to the Service. If you are an athlete between the ages of 13 and 17 and not emancipated, once you accept these Terms, a copy will be sent to your parent or guardian who must also accept the Terms and become a party to this agreement before your account can be activated. Athletes at Institutions will automatically be allowed limited access to the Service without an Individual User subscription if both the athlete and the athlete's parent or guardian accept these Terms. An Individual User athlete whose school becomes an Institution account holder may downgrade to a limited access user after the Individual User subscription ends. Athletes have an optional setting allowing them to opt out of appearing within the NIL marketplace so that Sponsors cannot see their profiles or data but the athletes may still observe what occurs within the marketplace.
In order to use the Service, each employee of an Institution or Sponsor that intends to use the Service must also create a unique username and password within their employer's account.
If you register to use the Service on behalf of a company or organization, you represent that you are an authorized owner, employee, or agent of the company or organization which you accurately identified in the account registration information that you enter in the Site and that you, individually, and all users at the registered company are legally bound to these Terms when you access or use the Service.
2. AMENDMENTS TO THE TERMS AND SERVICE
We may amend these Terms at any time by posting the amended Terms on the Site. If we make a material amendment to these Terms, we will notify you by posting notice of the amendment on the Site. Any material amendment to these Terms shall be effective automatically 30 days after it is initially posted or, for users who register or otherwise provide opt-in consent during this 30-day period, at the time of registration or consent, as applicable. We may also limit features of the Service without notice or liability.
3. USE OF THE SERVICE
Age Limitations
You must be 18 or older and located within the United States to create an account and use the Service without your parent or legal guardian's approval and supervision and you must be at least 16 to use the Service with your parent or guardian. If you are under 18, you represent that your parent or guardian has reviewed and agreed to these Terms on your behalf.
Right to Use the Service
Subject to these Terms, vIQtori grants you a nonexclusive, nontransferable, limited license to access and make personal use the Service features included in your subscription on a month-to-month subscription basis subject to your compliance with these Terms.
Use Restrictions
You may not: (i) permit access to or otherwise make the Service available to any third-party who is not an authorized owner, employee or agent of the account owner; (ii) use the Service for someone else's benefit; (iii) copy the Report or the Service; (iv) modify the Report or the Service or make a derivative work based on either of them; (v) create Internet links to the Service or Report or frame or mirror any screen display from the Service or Report on any other server or wireless or Internet-based device; or (vi) reverse engineer, decompile, disassemble or otherwise derive source code from the object code of the Service. Your right to use the Service cannot be shared with or used by anyone else and you may not create Reports for anyone or any business that is not the account owner. You further agree that you will not access the Site or use the Service in a way that:
- violates the rights of others, including patent, trademark, trade secret, copyright, privacy, publicity, or other proprietary rights;
- uses technology or other means to access, index, frame, or link to the Service (including the Report) that is not authorized by vIQtori;
- involves accessing the Service through any automated means, including "robots," "spiders," or "offline readers";
- introduces viruses or any other computer code, files, or programs that interrupt, destroy, or limit the functionality of any computer software or hardware or telecommunications equipment;
- damages, disables, overburdens, impairs, or gains unauthorized access to the Service, including vIQtori's servers, computer network, or user accounts;
- removes, modifies, disables, blocks, obscures, or otherwise impairs any advertising in connection with the Service.
3. SERVICE SUSPENSION/DISCONTINUATION
If vIQtori determines in its sole discretion that you are violating any of these Terms, we may notify you and use technical measures to block or restrict your access or use of the Service. In either case, you agree to immediately stop accessing or using in any way (or attempting to access or use) the Service, and you agree not to circumvent, avoid, or bypass such restrictions, or otherwise restore or attempt to restore such access or use.
4. INTELLECTUAL PROPERTY
Our Content
The Service and information, files, documents, text, photos, images, audio, and video which it contains and any material made available for download on the Service (collectively, "Content") are the property of vIQtori or its licensors, as applicable. The Service and the Content are protected by copyright, trademark, and other intellectual property laws. Users may not copy, download, use, adapt, reconfigure, or retransmit any materials that comprise the Service without vIQtori's express prior consent. Recruiting benchmarks are informational guidelines only and not guarantees of eligibility or offers.
User Generated Content
"User Generated Content" is defined as information and materials that you provide to use in connection with your use of the Service and participation in our promotional campaigns. You are solely responsible for User Generated Content and we act only as a conduit for your online distribution of User Generated Content. You acknowledge that vIQtori is not involved in the creation, development, review or monitoring of User Generated Content, disclaims any responsibility for it, and cannot be liable for claims arising out of or related to User Generated Content. We reserve the right to remove any suspect data posted and User Generated Content but have no obligation to review or verify any user information, posting, materials or content.
DMCA Notice
We respect the intellectual property rights of others. It is our policy to respond to any claim that any materials provided on or in connection with the Site infringe your rights. You may seek the removal of such material by providing notice to us in accordance with the take down notice provisions of the Digital Millennium Copyright Act, Title 17, United States Code, Section 512(c)(3)(A) to our designated copyright agent at support@viqtori.com. Upon receipt of a notification, we will take whatever action that we deem appropriate, including removal of the challenged content from the Site.
5. SUBSCRIPTION FEES
By accepting these Terms and creating an account on the Site, you are expressly agreeing that if you do not cancel your subscription before the trial period ends, we are authorized to charge a monthly subscription fee and any applicable taxes in connection with your use of the Service on the first business day of each month. Individual Users must use a credit card and Institutions and Sponsors may use a card or ACH (each a "Payment Method") during your account registration. If you want to use a different Payment Method than the one you signed up for during registration, or if there is a change in your credit card's validity or expiration date, you may edit your Payment Method information within your account. If your Payment Method expires and you do not edit your Payment Method information or cancel your account, you authorize us to continue collecting payment from your Payment Method, and you will remain responsible for any uncollected amounts until your account is cancelled by you or by us. You have 10 days to make a late payment after which we may terminate your subscription and delete your account.
The subscription fee will be billed at the beginning of your subscription or expiration of your free trial period, if any, whichever is earlier, and on each monthly renewal thereafter with the fee being charged to your Payment Method at the beginning of each calendar month, unless and until you cancel your subscription or the account or service is otherwise suspended or discontinued pursuant to these Terms. After the trial period, we automatically bill your Payment Method each month on the calendar day corresponding to the commencement of your subscription. You acknowledge that the amount billed each month may vary due to promotional offers, changes in your subscription plan, and changes in applicable taxes, and you authorize us to charge your Payment Method for the corresponding amounts.
All fees and charges are nonrefundable.
Ongoing Subscription and Cancellation
If you choose a month-to-month subscription, your Service subscription will continue unless and until you cancel your subscription or the account or the Service is otherwise suspended or discontinued pursuant to these Terms. You must cancel your subscription before it renews each month in order to avoid the next month's billing.
Unpaid Amounts
We reserve the right to pursue collection of any amounts you fail to pay in connection with your Service. You will remain liable to vIQtori for all such amounts and all costs we incur in connection with the collection of these amounts, including, without limitation, collection agency fees, reasonable attorneys' fees, and arbitration or court costs.
6. SUSPENSION AND TERMINATION
User Responsibility
You are responsible for updating all account registration information that you submit so that it remains accurate. Please keep your password confidential. You will not have to reveal it to any vIQtori representative. You are responsible for all use on your account, including unauthorized use by any third party, so please be very careful to guard the security of your password. Please notify us at support@viqtori.com as soon as you know of, or suspect, any unauthorized use of your account. Please also make sure to notify us if your registration information changes, in case we need to contact you.
Termination by User
You may end your subscription and terminate your account by contacting sales@viqtori.com and choosing the "delete my account/stop my subscription" option. Please identify your account and provide a valid reply e-mail address in the event we require additional information to terminate your account.
Termination by vIQtori
We reserve the right in our sole discretion to immediately suspend or terminate your account or your access to or use of the Service at any time, without notice or liability, if vIQtori determines in its sole discretion that you have breached these Terms, violated any law, rule, or regulation, or engaged in other inappropriate conduct, or for any other business reason. Examples of inappropriate conduct include using false identities or impersonating others, submitting fake statistics or academic performance information, posting harassing, bullying, threatening, discriminatory or obscene User Generated Content, scraping, reverse engineering or other unauthorized use of our materials, data, or Content, or attempting to circumvent subscriptions, security or payment systems. vIQtori will pursue all legal and equitable remedies available to it against users terminated for inappropriate conduct, including seeking an injunction and recovering money damages and our attorneys' fees.
We also reserve the right to terminate your account or your use of or access to the Service if your use of the Service places an undue burden on our networks or servers.
We may report illegal activity to law enforcement. There is no refund of pre-paid subscription fees.
7. CONFIDENTIALITY
Privacy Policy
For information about vIQtori's policies and practices regarding the collection and use of your personally identifiable information, please read the vIQtori Privacy Policy located at support@viqtori.com. The Privacy Policy is incorporated by reference and made part of these Terms. Thus, by agreeing to these Terms, you agree that your presence on the Site and use of the Service is governed by the vIQtori Privacy Policy in effect at the time of your use.
Confidentiality
Each party acknowledges that as a result of offering the Service, each party will have access to or receive non-public information from and about the other party ("Confidential Information"). Each party agrees that any and all such Confidential Information will remain the property of the disclosing party. The receiving party will not use or disclose any Confidential Information at any time during or after any Service subscription without the disclosing party's prior written consent.
Confidential Information does not include information that: (a) was publicly known before disclosure; (b) becomes publicly known after it is disclosed in a way that is not a breach of this Agreement by the receiving party; or (c) is properly disclosed by a third party that is not bound by disclosure restrictions.
Authorized Disclosure
Notwithstanding the foregoing, a party may disclose Confidential Information received from another party: (a) pursuant to a mandatory discovery request, subpoena, court order or other order of a tribunal or governmental agency received by a party, or as required by law, only after the receiving party has given prompt written notice to the disclosing party; or (b) to the receiving party's own legal counsel or independent accountant who have a need to know such Confidential Information.
8. LINKS AND ADVERTISING
Third-Party Destinations
If we provide links or pointers to third-party websites or destinations, you acknowledge that vIQtori does not operate, control, or is otherwise connected with these other websites or destinations. When you click on a link within the Service, we will not warn you that you have left the Service and are subject to the terms and conditions (including privacy policies) of another website or destination. Please be careful to read the terms of use and privacy policy of any other website or destination before you provide any confidential information or engage in any transactions. You should not rely on these Terms to govern your use of another website or destination.
vIQtori is not responsible for the content or practices of any third-party website or destination, even if it links to the vIQtori Site and even if the website or destination is operated by a company affiliated or otherwise connected with vIQtori. By using the Service, you acknowledge and agree that vIQtori is not responsible or liable to you for any content or other materials hosted and served from any website or destination other than the vIQtori Site.
Advertisements
vIQtori takes no responsibility for advertisements or any third-party material posted in the vIQtori website, nor does it take any responsibility for the products or services provided by advertisers. Any dealings you have with advertisers found while using the Service are between you and the advertiser, and you agree that vIQtori is not liable for any loss or claim that you may have against an advertiser.
9. MARKETPLACE
Arrangements
The Service includes a marketplace feature in which Individual Users can make NIL licensing arrangements with Institutions and/or Sponsors and Institutions and Sponsors can procure other marketing and promotional services from Individual Users (collectively, "Arrangements"). Arrangements between Individual Users and Institutions and Sponsors should be independently documented with contracts between the parties and do not include vIQtori.
Service as Conduit
You acknowledge that vIQtori does not broker, negotiate, create, perform, guarantee or enforce any part of Arrangements and it is not a party to any contract for Arrangements. You agree that your Arrangements will not violate these Terms or alter our obligations under these Terms. No user has authority to enter into any contract, written or oral, express or implied, on behalf of vIQtori. vIQtori is not obligated to compensate Individual Users for any school or business's failure to pay for an Arrangement. Any dispute between parties to an Arrangement must be resolved between or among those parties only and vIQtori and the Service play no role in such dispute resolution.
No Employment
Neither vIQtori nor the Service are an employment agency and neither controls or directs any athlete's performance of services in or outside of Arrangements. You acknowledge that Individual Users are not employees of vIQtori nor is vIQtori an affiliate, partner, or agent of any school or business. vIQtori simply provides the Service as a technology platform in which users can find each other, NIL rights can be tracked, and Arrangements can be made.
Individual Users
Individual Users should seek qualified independent legal representation. If the athlete is a minor, any Arrangement made with the athlete must be done with the consent of the athlete's parent or guardian. Individual Users represent that they comply with their school's NIL policies.
Sponsors
Business users of the Service represent that their Arrangements comply with applicable law and regulations and that they are responsible for reporting athlete's earnings under their Arrangements.
Additional Disclaimers
Using the Service does not guarantee that: (a) any Individual User will receive a scholarship, roster spot, any recruiting interest from or acceptance to any Institution; or (b) any profile will be viewed by coaches or recruiters. vIQtori has no fiduciary duty to any user with regard to Arrangements.
SMS Messaging and Mobile Information
By providing your mobile phone number and affirmatively opting in through a vIQtori SMS consent form, you consent to receive SMS messages from vIQtori related to:
- Account notifications and account-related communications
- Parent/guardian consent requests and reminders
- Authentication and security verification codes
- Operational alerts and platform status notifications
- Other transactional or informational communications directly related to your use of the Service
Message frequency varies based on your use of the platform. Message and data rates may apply.
You may opt out at any time by replying STOP, STOPALL, UNSUBSCRIBE, CANCEL, END, or QUIT to any vIQtori message. You may obtain assistance by replying HELP or INFO or by contacting support@viqtori.com.
Consent to receive SMS messages is not a condition of purchase, registration, subscription, or use of the Service.
Wireless carriers are not liable for delayed or undelivered messages.
SMS consent records may include the date and time of consent, the consent language presented, IP address, device information, and the source of consent.
No mobile information, phone numbers, SMS consent data, or text messaging opt-in information will be sold, rented, shared, transferred, disclosed, or otherwise provided to third parties or affiliates for marketing or promotional purposes.
All categories of personal information described in our Privacy Policy exclude text messaging originator opt-in data and consent; such information will not be shared with any third parties except as necessary to provide messaging services, comply with applicable law, protect our legal rights, or fulfill services specifically requested by the user.
11. DISCLAIMER / LIMITATION OF LIABILITY
YOU AGREE THAT USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE, INCLUDING THE SITE AND ANY OTHER MATERIALS CONTAINED ON OR PROVIDED THROUGH IT, ARE PROVIDED "AS IS" AND, TO THE FULLEST EXTENT PERMITTED BY LAW, ARE PROVIDED WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, VIQTORI DOES NOT MAKE ANY WARRANTIES REGARDING ATHLETIC AND ACADEMIC DATA, RECRUITING BENCHMARKS, FITNESS FOR A PARTICULAR PURPOSE, TITLE, MERCHANTABILITY, COMPLETENESS, AVAILABILITY, SECURITY, COMPATIBILITY OR NONINFRINGEMENT; OR THAT THE SERVICE WILL BE UNINTERRUPTED, FREE OF VIRUSES AND OTHER HARMFUL COMPONENTS, ACCURATE, ERROR FREE, OR RELIABLE.
USER PROFILES ARE CREATED SOLELY BY THE RESPECTIVE USERS. VIQTORI DOES NOT VERIFY OR WARRANT ANY ASPECT OF ANY USER PROFILE, INCLUDING RELEVANT SKILLS, ACADEMIC PERFORMANCE, FOLLOWER COUNTS, REPUTATION, COMPETENCIES AND THE LIKE. INSTITUTIONS CANNOT RELY ON ATHLETE'S STATISTICS POSTED IN THE SERVICE AND MUST INDEPENDENTLY VERIFY THEM.
IN NO EVENT SHALL VIQTORI OR ITS AFFILIATES, SUCCESSORS, AND ASSIGNS, AND EACH OF THEIR RESPECTIVE INVESTORS, MEMBERS, MANAGERS, EMPLOYEES, AGENTS, AND AFFILIATES (COLLECTIVELY, "VIQTORI PARTIES"), BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR OTHER DAMAGES, INCLUDING LOSS OF PROFITS, ARISING OUT OF OR IN ANY WAY RELATED TO THE USE OF THE SERVICE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHER THEORY, EVEN IF THE VIQTORI PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF DAMAGES. IN NO EVENT SHALL OUR TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION EXCEED THE AMOUNT PAID BY YOU TO US FOR THE 12 MONTHS OF SERVICE PRIOR TO YOUR CLAIM ARISING (OR $100 FOR FREE-TIER USERS).
12. INDEMNIFICATION
USERS AGREE TO DEFEND, INDEMNIFY, AND HOLD HARMLESS THE VIQTORI PARTIES FROM AND AGAINST ANY AND ALL LIABILITIES, CLAIMS, DAMAGES, EXPENSES (INCLUDING REASONABLE ATTORNEYS' FEES AND COSTS), AND OTHER LOSSES ARISING OUT OF OR IN ANY WAY RELATED TO YOUR BREACH OR ALLEGED BREACH OF THESE TERMS, USE OF THE SERVICE, AND ANY ARRANGEMENTS. VIQTORI RESERVES THE RIGHT, AT OUR OWN EXPENSE, TO EMPLOY SEPARATE COUNSEL AND ASSUME THE EXCLUSIVE DEFENSE AND CONTROL OF ANY MATTER OTHERWISE SUBJECT TO INDEMNIFICATION BY YOU. THIS SECTION SHALL SURVIVE TERMINATION OF YOUR SUBSCRIPTION FOR 5 YEARS.
13. ARBITRATION
PLEASE READ THIS CAREFULLY. IT AFFECTS YOUR RIGHTS.
Notice of Dispute
Since we always prefer to find ways to satisfy you as quickly and efficiently as possible, before initiating any arbitration proceeding, you agree to first discuss the matter informally with vIQtori for at least 30 days. To do that, please send your full name and contact information, your concern, and your proposed solution by mail to us at: Claims - vIQtori, LLC, 1 Lambeth Court, Oak Brook IL 60523.
Mandatory Arbitration
Any claim that you might have against vIQtori regarding these Terms or the Service must be resolved through binding arbitration before the American Arbitration Association using its Commercial Arbitration Rules before a single arbitrator in (or from if remote) DuPage County, Illinois. You agree to begin any arbitration within one year after your claim arose; otherwise, your claim is waived.
No Class/Group Proceedings
You agree to arbitrate with vIQtori only in your individual capacity, not as a representative or member of a class. Your claims may not be joined with any other claims and there shall be no authority for any dispute to be arbitrated on a class action basis or brought by a purported class representative.
Attorneys' Fees
The arbitrator's decision will be binding and may be entered as a judgment in any court of competent jurisdiction. The prevailing party shall be entitled to an award of its reasonable attorneys' fees and costs of arbitration.
14. GENERAL PROVISIONS
No International Use
The Service is not accessible through any devices from outside the United States.
Governing Law
These Terms are governed by, and construed in accordance with, the laws of Illinois without giving effect to principles of conflict of laws.
No Waiver/Reliance
You may not construe a waiver of any provision of these Terms with respect to any party as a waiver of that provision (or any other provision) with respect to either that party or any other party. Further, vIQtori's decision to delay exercising or enforcing any right or remedy under these Terms shall not constitute a waiver of such right or remedy.
Integration, Amendment, and Severability
These Terms, including vIQtori's Privacy Policy that is incorporated in these Terms, govern your use of the Service, and completely replace any prior agreements between you and vIQtori in relation to the Service. Except as set forth above, these Terms may not be amended or varied except in a writing signed by vIQtori. These Terms operate to the fullest extent permissible by law. If any provision of these Terms is held to be unlawful, void, or unenforceable, the provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions.
Assignment
You may not assign or transfer any rights or obligations under this agreement without prior written consent of vIQtori; however, vIQtori may assign this agreement and/or its ownership of the Service. This Agreement will inure to the benefit of any successor of vIQtori and will not be affected by change in ownership or control of vIQtori.
Notices
All notices under these Terms must be in writing and deemed to be received when personally delivered, upon confirmation of receipt if transmitted by email, the day after it was sent for next day delivery by recognized overnight delivery service, and upon receipt if by certified mail or registered mail, return receipt requested. All notices shall be sent to the address of the party set forth in these Terms and in the user's account.