Terms of Service

1. Acceptance of Terms

Welcome to Framework NIL ("Framework," "we," "us," or "our"), operated by Victreefi LLC. These Terms of Service ("Terms") govern your access to and use of our website at frameworknil.com, mobile applications, and related services (collectively, the "Services").

By accessing or using our Services, you agree to be bound by these Terms, our Privacy Policy , and any additional terms and policies referenced herein. If you do not agree to these Terms, you may not use our Services.

If you are using the Services on behalf of an organization (such as an educational institution, athletic department, or business), you represent and warrant that you have the authority to bind that organization to these Terms.

2. Eligibility

2.1 Age Requirements

Our Services are designed for use by student-athletes, educational institutions, and businesses involved in NIL activities. Different age requirements apply based on user type:

• Institutional Users and Businesses: You must be at least 18 years of age.
• Student-Athletes: You must be at least 13 years of age. If you are under 18, you must have parental or guardian consent and your institution's approval to use our Services. Parental consent may be required for certain activities, including NIL deal disclosures.
• Parents and Guardians: You must be at least 18 years of age to provide consent on behalf of a minor.

2.2 Account Requirements

To use our Services, you must:

• Provide accurate, current, and complete information
• Maintain only one account per person
• Not share your account credentials with others
• Not have been previously suspended or removed from our Services

3. Description of Services

Framework provides a platform for Name, Image, and Likeness ("NIL") compliance, education, and management, including:

3.1 For Educational Institutions

• NIL deal disclosure collection, review, and approval workflows
• Student-athlete education course delivery and tracking
• Compliance documentation and audit trail management
• Reporting and analytics dashboards
• Policy and document management

3.2 For Student-Athletes

• NIL education courses and certifications
• Deal disclosure submission tools
• Compliance status tracking
• Document storage and access

3.3 For Businesses

• Deal attestation and verification
• Company profile management
• Communication with institutions and athletes (as permitted)

Framework is not a marketplace. We do not facilitate, broker, or take a commission on NIL deals. Our Services are focused on compliance, education, and disclosure management.

4. User Accounts

4.1 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to:

• Use a strong, unique password
• Not share your login credentials with anyone
• Notify us immediately of any unauthorized access or security breach
• Log out of your account when using shared devices

4.2 Account Information

You agree to provide accurate, current, and complete information during registration and to keep your account information updated. We may verify your identity or affiliation with an educational institution.

4.3 Institutional Accounts

If you access the Services through an institutional account provided by your school, athletic department, or employer, your use may be subject to additional terms and policies established by that institution. Your institution may have administrative access to your account and usage data.

5. Acceptable Use Policy

You agree not to use our Services to:

• Violate any applicable law, regulation, or third-party rights
• Submit false, misleading, or fraudulent information
• Impersonate any person or entity
• Harass, abuse, threaten, or intimidate other users
• Upload malware, viruses, or other harmful code
• Attempt to gain unauthorized access to our systems or other users' accounts
• Interfere with or disrupt the integrity or performance of our Services
• Scrape, crawl, or use automated means to access our Services without permission
• Circumvent any access controls or usage limits
• Use our Services to send spam or unsolicited communications
• Reverse engineer, decompile, or disassemble any aspect of our Services
• Use our Services to compete with Framework or for unauthorized commercial purposes

6. NIL Compliance Responsibilities

6.1 Student-Athlete Responsibilities

If you are a student-athlete using our Services, you agree to:

• Accurately and completely disclose all NIL activities as required by your institution
• Comply with all applicable NCAA, NAIA, conference, state, and institutional NIL rules
• Complete required NIL education courses in a timely manner
• Obtain necessary approvals before engaging in NIL activities
• Notify your institution of any changes to disclosed NIL arrangements

6.2 Institutional Responsibilities

If you are an institutional user, you are responsible for:

• Establishing and enforcing your institution's NIL policies
• Reviewing and processing disclosures in accordance with your policies
• Ensuring appropriate personnel have access to the Services
• Training your staff on proper use of the platform
• Maintaining required records for compliance purposes

6.3 Business Responsibilities

If you are a business user, you agree to:

• Provide accurate business and deal information
• Comply with all applicable laws regarding NIL agreements
• Not induce student-athletes to violate their eligibility or institutional rules
• Cooperate with institution verification requests

6.4 Indemnification for NIL Compliance

If you are subject to the rules of an intercollegiate athletics association, state athletic association, or other governing body, you agree to indemnify, hold harmless, and defend Framework from any costs, expenses (including reasonable attorneys' fees), losses, damages, or liability arising from actual or alleged violations of such rules in connection with your use of our Services.

7. User Content

7.1 Your Content

"User Content" includes any information, data, documents, images, or other materials you upload, submit, or transmit through our Services, including NIL disclosures, attestations, and educational submissions.

7.2 License Grant

By submitting User Content to our Services, you grant Framework a non-exclusive, worldwide, royalty-free license to use, copy, store, process, and display your User Content solely as necessary to provide and improve our Services. This license continues for as long as your content remains on our platform and for a reasonable period thereafter for backup and archival purposes.

7.3 Content Ownership

You retain ownership of your User Content. Framework does not claim ownership of any User Content you submit. However, you acknowledge that disclosure information may be shared with authorized parties (such as your institution and governing bodies) as described in our Privacy Policy and as necessary for compliance purposes.

7.4 Content Representations

You represent and warrant that:

• You own or have the necessary rights to submit your User Content
• Your User Content is accurate and not misleading
• Your User Content does not violate any third-party rights or applicable laws
• Your User Content does not contain malware or harmful code

7.5 Content Removal

We reserve the right to remove or disable access to any User Content that violates these Terms or is otherwise objectionable, without prior notice. We are not obligated to monitor User Content but may do so at our discretion.

8. Intellectual Property

8.1 Framework Ownership

The Services, including all content, features, functionality, software, designs, text, graphics, logos, and trademarks (excluding User Content), are owned by Framework or our licensors and are protected by copyright, trademark, and other intellectual property laws.

8.2 Limited License

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use our Services for their intended purposes. This license does not include the right to:

• Copy, modify, or create derivative works of our Services
• Sublicense, sell, rent, or lease our Services
• Remove any proprietary notices from our materials
• Use our trademarks without written permission

8.3 Copyright Complaints

If you believe that content on our Services infringes your copyright, please contact us at legal@frameworknil.com with the following information:

• Identification of the copyrighted work
• Identification of the allegedly infringing material
• Your contact information
• A statement of good faith belief that the use is unauthorized
• A statement under penalty of perjury that the information is accurate
• Your physical or electronic signature

9. Payment Terms

9.1 Fees and Billing

Certain features of our Services require payment. Subscription fees are billed in advance on a monthly or annual basis as specified in your service agreement. All fees are quoted in U.S. dollars unless otherwise specified.

9.2 No Transaction Fees

Framework does not charge transaction fees or take commissions on NIL deals. We are a compliance and education platform, not a marketplace.

9.3 Auto-Renewal

Subscriptions automatically renew at the end of each billing period unless cancelled. You may cancel your subscription at any time through your account settings or by contacting us. Cancellation will take effect at the end of the current billing period.

9.4 Refunds

Fees are generally non-refundable. However, we may provide refunds or credits at our sole discretion. If you believe you are entitled to a refund, please contact us at support@frameworknil.com .

9.5 Price Changes

We may change our pricing at any time. Price changes will be communicated to you in advance and will take effect at the start of your next billing period.

10. Third-Party Services

Our Services may contain links to third-party websites, applications, or services that are not owned or controlled by Framework. We are not responsible for the content, privacy practices, or terms of any third-party services.

Your interactions with third-party services, including payment processors, are governed by those third parties' terms and policies. We encourage you to review the terms and privacy policies of any third-party services you access through our platform.

11. Disclaimers

Framework does not warrant that:

• The Services will be uninterrupted, secure, or error-free
• Defects will be corrected
• The Services or servers are free of viruses or harmful components
• The information provided through the Services is accurate, complete, or current
• Use of the Services will ensure compliance with applicable laws or regulations

11.1 No Legal Advice

Our Services provide tools and information to assist with NIL compliance, but this does not constitute legal, tax, financial, or other professional advice. We recommend consulting qualified professionals for specific guidance regarding your NIL activities.

11.2 Compliance Disclaimer

While we strive to keep our platform current with NIL regulations, rules and requirements change frequently. Framework does not guarantee that our Services will ensure compliance with any particular regulation. You are solely responsible for understanding and complying with applicable rules.

AI-Powered Services

Nature of AI Analysis

Framework offers AI-powered features including contract analysis, observation scoring, and compliance observations (collectively, "AI Features"). By using AI Features, you acknowledge and agree that:

• AI Features are powered by third-party artificial intelligence systems that may produce inaccurate, incomplete, misleading, or erroneous outputs
• AI systems may "hallucinate" content that does not exist, miss important information, or provide analysis that is factually incorrect
• Observation scores and assessments are algorithmic estimates, not professional evaluations
• AI analysis may not reflect current applicable law or your specific circumstances

Not Legal Advice

AI Features do NOT constitute legal advice and do NOT create an attorney-client relationship. Framework NIL is not a law firm and does not provide legal services. The AI Features are not a substitute for advice from a qualified attorney licensed in your jurisdiction. You should always consult with legal counsel before entering into any NIL agreement.

No Reliance

You agree that you will not rely on AI Features to:

• Make decisions about signing, rejecting, or modifying contracts
• Determine compliance with any law, rule, or regulation
• Assess the legal adequacy of any agreement or document
• Replace professional legal, tax, or financial advice
• Substitute for your institution's compliance review process

User Responsibility

By using AI Features, you acknowledge that:

• You are solely responsible for all decisions regarding NIL contracts
• You will obtain independent professional review of all contracts
• You will not hold Framework responsible for any AI output
• AI analysis results may be retained for service improvement purposes

Minor Athletes and AI Features

If you are a minor (under 18 years of age), you acknowledge that:

• Your parent or guardian must review any AI analysis results
• AI analysis does not account for special legal protections applicable to minors
• Professional legal review is especially important for minor athlete contracts
• You should not make any contract decisions without parental and legal guidance

Third-Party AI Processing

Documents you upload for AI analysis may be processed by third-party AI providers (such as Google Gemini or Anthropic Claude) subject to their respective terms of service and privacy policies. By uploading documents, you consent to such processing.

Limitation of Liability for AI Features

For the complete AI Services Disclaimer, please see our AI Services Disclaimer page.

12. Limitation of Liability

IN NO EVENT SHALL FRAMEWORK'S TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES EXCEED THE GREATER OF:

• The amount you paid to Framework in the twelve (12) months preceding the claim; or
• One hundred dollars ($100)

These limitations apply regardless of the theory of liability (contract, tort, strict liability, or otherwise) and even if Framework has been advised of the possibility of such damages.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so some of the above limitations may not apply to you. In such cases, our liability will be limited to the maximum extent permitted by applicable law.

13. Indemnification

You agree to indemnify, defend, and hold harmless Framework and its officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to:

• Your use of the Services
• Your violation of these Terms
• Your User Content
• Your NIL activities, including any violation of applicable laws, rules, or regulations
• Your violation of any third-party rights
• Any dispute between you and a third party arising from your use of the Services

14. Dispute Resolution and Arbitration

14.1 Informal Resolution

Before filing a claim, you agree to try to resolve the dispute informally by contacting us at legal@frameworknil.com . We will attempt to resolve the dispute within sixty (60) days.

14.2 Binding Arbitration

If we cannot resolve a dispute informally, any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Services shall be resolved by binding individual arbitration, rather than in court, except that you may assert claims in small claims court if your claims qualify.

The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with its Commercial Arbitration Rules. The arbitration will be conducted in Savannah, Georgia, unless the parties agree otherwise. The arbitrator's decision will be final and binding.

14.3 Class Action Waiver

YOU AND FRAMEWORK AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. If this waiver is found to be unenforceable, the entire arbitration agreement shall be null and void.

14.4 Jury Trial Waiver

YOU AND FRAMEWORK WAIVE ANY RIGHT TO A JURY TRIAL.

14.5 Exceptions

Framework may seek injunctive or other equitable relief in any court of competent jurisdiction to protect our intellectual property rights.

14.6 Opt-Out

You may opt out of this arbitration agreement by sending written notice to legal @frameworknil.com within thirty (30) days of first accepting these Terms. If you opt out, neither you nor Framework can require the other to participate in arbitration.

15. Termination

15.1 Termination by You

You may terminate your account at any time by contacting us or using the account closure feature in your settings. Termination of a paid account will take effect at the end of your current billing period.

15.2 Termination by Framework

We may suspend or terminate your access to the Services at any time, with or without cause and with or without notice, including if we reasonably believe you have violated these Terms. Upon termination, your right to use the Services will immediately cease.

15.3 Effect of Termination

Upon termination:

• Your license to use the Services is revoked
• We may delete your User Content (subject to legal retention requirements)
• You remain responsible for any amounts owed
• Sections that by their nature should survive termination will survive, including indemnification, limitation of liability, and dispute resolution

16. Modifications to Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will:

• Update the "Last Updated" date at the top of these Terms
• Notify you by email (for account holders) or by posting a prominent notice
• Provide at least thirty (30) days' notice before significant changes take effect

Your continued use of the Services after the effective date of any modifications constitutes your acceptance of the modified Terms. If you do not agree to the modified Terms, you must stop using the Services.

17. General Provisions

17.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Alabama, without regard to its conflict of law principles.

17.2 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements incorporated by reference, constitute the entire agreement between you and Framework regarding the Services.

17.3 Severability

If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will continue in full force and effect.

17.4 Waiver

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.

17.5 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. Framework may assign these Terms without restriction.

17.6 Force Majeure

Framework will not be liable for any delay or failure to perform resulting from causes outside our reasonable control, including acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

18. Contact Information

If you have questions about these Terms, please contact us: