1. Introduction

1.1 Solidsport AB (also Solidtango) provides a digital platform, Solidsport, for streaming video over the internet (the “Platform”). The platform is available to clubs, associations and other organizations that want to create their own channel (a “Solidsport-channel”). Unless expressly stated below, Solidtango and Solidsport are collectively referred to as Solidsport. Solidsport offers a payment solution that allows clubs and associations to offer video content for payment (“Payment Solution”). Each Solidsport-channel offers different features and services, more on this on the “Services”.

1.2 These terms and conditions below (the “Agreement”) apply between Solidsport and the association/organization you are authorized to represent below (“Partner”). By approving the Agreement, a binding agreement is reached with Solidsport. As an authorized signatory, you warrant that you have the right to enter into a contract on behalf of the Partner. It is therefore important that you take your time to read the Agreement carefully. To start using the Platform and the Services, you must first fill in the form on the website www.solidsport.com/join

1.3 The platform is under development and will gradually be provided with new services. Solidsport therefore reserves the right to make changes to the Agreement, for e.g. to respond to changes in mandatory legislation or as a result of changes in the functionality of the Platform and services. Partners will be informed of such changes to the terms and conditions via the email address provided to Solidsport in the specific form, unless the changes are marginal.

2. More detailed cooperation on the payment solution

2.1 Solidsports’ Payment Solution enables Partners to sell matches, cups, events and other content to their viewers (the “Users”). The digital material in which is made available on the Solidsport-channel by Partner in the form of video, audio, music, texts, graphics and images is referred to below (“Digital Material”).

2.2 Unless otherwise specifically agreed, Partner is responsible for producing the Digital Material and making it available on the Platform.

2.3 Partners have the opportunity to sell their Digital Material as follows:

2.3.1 Pay-per-view: A particular content, such as a match/game, sold at a fixed price.

2.3.2 Set period of time: All content on a Solidsport channel is sold at a uniform price for a set period of time (e.g. an event like a cup).

2.3.3 Subscription: Sale of subscriptions where the User has access to one or more Solidsport-channels. The subscription renewed 30th day

2.4 Partners have the opportunity to link advertisers and sponsors to their Solidsport-channel. The sale of banners, sponsorships and similar forms of advertising and marketing shall be handled by Solidsport. See also paragraph 3.1 on the distribution of revenue.
Partners do not have the right to single-handedly introduce banners, sponsorships and similar forms of advertising and marketing into their Solidsport-channel. This handling should always be done via Solidsport, see paragraph 2.3 above. For example, it is not allowed to include advertising signs, verbal advertising messages and messages about Swish numbers (payment number) in the broadcasts. It is also not allowed to leave commercial messages on Partner’s home page on Solidsport. Violation of this provision is considered a material breach of contract, which means that Solidsport has the right to immediately terminate the agreement with Partner and claim damages due to breach of contract.

2.5 In order to access the Payment Solution, the Solidsport-channel must be approved by Solidsport first. This is done by partner when contacting Solidsport. When registering a Solidsport-channel, Partner receives a so-called channel ID to be used when in contact with Solidsport.

2.6 With the limitation of a minimum price specified by Solidsport from time to time, the Partner itself sets the price of Digital Material offered to Users of the Solidsport-channel.

3. Disruptions and compensation to Users

3.1 Solidsport is not responsible for any technical disruptions to the Solidsport-channel and makes no guarantees that these are always free from technical faults. If deficiencies or interruptions in the Solidsport-channel occur, Solidsport shall be given the opportunity to rectify these without breach of contract being deemed to exist. Solidsport also has the right to ”close” the Solidsport-channel for e.g. upgrades and service.

3.2 In the event of a non-transmission with severe interference where the User has not been able to watch a broadcast, Solidsport may offer the User a so-called value code. Such value code can be used when purchasing any paid content throughout the Platform.

3.3 Refunds to Users are only made in exceptional cases. Solidsport determines whether refunds should be applied to compensate a User for content that in an obvious way does not correspond to what the User can expect from the service delivered. Solidsport reserves the right to claim compensation from the Partner corresponding to the cost of a refund to the User if the error is due to the Partner.

4. Support

4.1 Solidsport is responsible for any support towards Users who consume content provided behind the Payment Solution. However, the support is limited to questions related to the payment itself. Questions regarding the content produced are the responsibility of the Partner.

5. Marketing and trial periods

5.1 Solidsport has the right to promote the Partner’s content on Solidsport itself or through its partners. This applies both to content that requires a payment solution and content provided free of charge to the User, in all media without any restrictions of any kind in relation to Parties.

5.2 Solidsport reserves the right to distribute value codes in the Platform, the purpose of which is to compensate Users or promote individual content, channels or the Platform as a whole. No compensation/compensation accrues to the Partner when purchasing content with a value code.

5.3 Solidsport may offer free trials to new Users where they have free access to such payment services throughout the trial period. No compensation/compensation accrues to Partner during trial periods or when issuing value codes.

5.4. Solidsport may send emails regarding special offers, as well as other products and services that may be of interest to Partner. Furthermore, Solidsport can send out information together with its partners such as sports clubs and sports federations.

6. Compensation and payment

6.1 Partners and Solidsport share equally (50/50) the gross revenue generated through the Solidsport-channel in connection with the Digital Material. Gross revenue refers to all revenue generated by the sale (see paragraph 2.3 above) of Digital Material on the Partners Solidsport-channel and where applicable, revenue from advertising and sponsorship published directly in connection with the Digital Material only after deduction of VALUE ADDED TAX based on the country in which the buyer is located at the time of the purchase (unless any other distribution has been agreed in writing between the parties).

6.2 Partners can in real time, through their account with Solidsport, check what revenue the Payment Solution generates. The Partner has the right to invoice Solidsport AB on an ongoing basis for revenue generated through the Payment Solution. The invoice is sent to the address listed below in the Agreement. The minimum billable amount is five hundred (500) Swedish crowns. Payment terms thirty (30) days. When an invoice is made to Solidtango, this must be done including the applicable VAT for Partner, which must also be stated in the invoice.

6.3 Partner must be approved for F-tax in order to use the Payment Solution. If the Partner is not VAT registered, the invoiced amount shall be indicated excluding VAT. It is the Partner’s responsibility to provide their channel ID with Solidsport on invoice to Solidsport so that the invoice can be matched to the correct Solidsport-channel.

6.4 The Partner is obliged to invoice for the outstanding amount no later than 180 days after the transaction has taken place, otherwise the Partner loses the right to its share of the revenue. However, this does not apply when the total balance of the account is less than five hundred (500) Swedish crowns.

6.5 Solidsport has the right, without liability to Partner, to terminate its Solidsport-channel if they repeatedly violate the provisions of this Agreement.

6.6 Solidsport is also entitled to a refund of compensation already paid to the Partner if it is revealed that the organization/user has made payment through fraud or other dishonest or criminal method.

6.7 Billing and contact details: Solidsport AB, Hammarbybacken 27, SE-120 30 Stockholm, e-mail info@solidsport.com

7. Intellectual property rights

7.1 Partners warrant that the holder has ownership of (or has the right to dispose of) all intellectual property rights to Digital Material required for the granting of Solidsport under the Agreement. Partners retain ownership of Digital Material but grant Solidsport rights of use as set out in section 4.3 below.

7.2 Partners warrant that from all authors and other contributors to and in Digital Material made available on the Solidsport-channel, it will have acquired all rights, such as copyright and the right to photographic image, and that the music rights required for Solidsports’ use under this Agreement have been clarified.

7.3 When Partner uploads Digital Material to their Solidsport-channel, the Partner leases to Solidsport:

a) a non-exclusive right to provide all or part of Digital Material to the public on request on request by streaming, temporary download or equivalent form of transmission on all now and future distribution platforms, for reception in all present and future existing media, whether such reception is free of charge or against subscription payment; payment per transaction or other form of payment.
b) a non-exclusive right to freely use extracts, clips and still images from Digital Material worldwide for marketing purposes of the Platform and/or Solidsport.
c) a non-exclusive right to produce copies of Digital Material available on the Solidsport Channel as are required for archiving and to facilitate the marketing and making available of the Solidsport Channel and the Platform.

7.4 Partners agree that Solidsport has the right to display the Solidsport brand and/or logo or other icon or cross promotion notice when marketing the Platform and Services.

7.5 With the exception of Digital Material made available by Partner, all other material on the Platform is either owned by or licensed to Solidsport and is subject to copyright, trademark law and other intellectual property rights of Solidsport or Solidsports licensor. Partners do not have the right to copy, transmit, distribute, license or otherwise make such material available without the prior written consent of Solidsport or Solidsports’ licensor. Solidsport and its licensor reserve all rights that are not expressly granted to Partners.

8. Responsibility for the content of the Solidsport-channel

8.1 Partner is solely responsible for the content of Digital Material and warrant that this is consistent with applicable laws and regulations such as for e.g. fundamental law and copyright law. To avoid misunderstandings or doubt, Solidsport is not responsible for the content and is not the responsible publisher of Digital Material that Partner makes available on the Solidsport-channel.

8.2 Partner warrant that the Solidsport-channel does not contain statements or material whose publication may result in liability or criminal liability for Solidsport. Solidsport does not endorse any opinion or statement expressed in a Solidsport-channel and is under no circumstances responsible for their content.

8.3 Partner cannot upload Digital Material to their Solidsport-channel that includes illegal material, for example but not limited to hate speech, unlawful depiction of violence, child pornography, defamation or copyright infringement, pornographic material or material containing serious violence. In the event that Partner becomes aware that such material has been made available on the Solidsport-channel, Partner should immediately remove the material and inform Solidsport.

8.4 Solidsport has the right at any time to refuse publication of or remove already published Digital Material on a Solidsport-channel that does not meet the requirements set for accessibility through the Platform under the Agreement. Solidsport shall inform Partner as soon as possible, via the email address provided by Partner, that certain material has been denied or removed as described above. Partners are not entitled to claim compensation for lost revenue or otherwise make any claim against Solidsport if all or part of Digital Material is denied publication or removed from the Solidsport-channel.

8.5 Partners are aware that Users may leave comments and other messages on the Solidsport-channel. Furthermore, Users will be able to upload video material on Partners Solidsport-channel. Partners undertake to closely monitor their Solidsport-channel and promptly remove notices and other material that is not compatible with this Agreement. Furthermore, Partner should make Solidsport aware to such Users, so that the necessary measures against them can be taken, for e.g. shutdown.

9. Responsibility and discharge

9.1 Partners shall indemnify Solidsport in respect of all types of damages, claims, costs and expenses, including legal costs, caused in connection with violations of this Agreement and provided warranties pursuant to paragraphs 4 and 5 above for claims made by third parties in connection with the Digital Material. Partners’ responsibility under the foregoing requires Solidsport to notify Partner without delay of the claim made.

9.2 Solidsport has no liability or other financial liability to Partners for the functioning or quality of the Platform and/or solidsport channel except as expressly stated in the Agreement. Solidsport does not provide any warranties to Partner that distributable revenue under the Agreement is actually received from Users or sponsors/advertisers.

9.3 Complaints and other claims must be asserted in writing within a reasonable time, but no later than within (6) months of the date on which the claim has been made, or should have been claimed.

10. Personal data

10.1 Each party is obliged to comply with the EU Data Protection Regulation, GDPR, and other applicable legislation regarding the protection of personal data. Partners are to be considered as data controllers for the personal data that Partner processes in and in connection with the Solidsport-channel. Solidsport is to be regarded as a personal data processor as Solidsport processes this personal data on behalf of Partners.

10.2 The parties are aware that the Digital Material made available on the Platform is subject to the Swedish Constitution and is therefore largely exempt from GDPR. What should or should not be covered by GDPR is currently unclear in Swedish legislation. The parties shall therefore continuously consult on these issues in order to best comply with the GDPR.

10.3 What should or should not be covered by gdpr is currently unclear in Swedish legislation. The parties shall therefore continuously consult on these issues in order to best comply with the GDPR.

10.4 In order to fulfil some of Solidsport’s contractual obligations to Partners, the personal data provided by representatives of Partner to Solidsport when registering the Solidsport channel, such as the personal identity number, name, address and e-mail address of Solidsport, are processed. For this data, Solidsport is to be regarded as a data controller.

10.5 Solidsport processes the personal data of the Users who use Payment Services on solidsportkanalen and Solidsport is to be considered as the data controller towards these Users. This matter is further governed by the Terms of Use that apply between Solidsport and the Users and in Solidsport’s Privacy Policy, which is available here: https://solidsport.com/sv/privacy-policy.

11. Termination and consequences of the Agreement at termination

11.1 Partners’ termination of this Agreement shall be made in writing to the address specified in section 3.7 above . The agreement expires thirty (30) days after Solidsport has confirmed receipt of such termination and final payment of any outstanding compensation.

11.2 Solidsport may at any time terminate the agreement with Partner until immediate termination if:

a) Partners have violated any of the provisions of the Agreement;
b) Solidsport is obliged to terminate the contract by law (e.g. if the provision of the Platform becomes prohibited); or
(c) if Partner goes bankrupt, goes into liquidation, initiates corporate restructuring proceedings and/or where it is otherwise clear that Partner is insolvent.

11.3 If the Agreement ends regardless of the reasons for this, Solidsport has the right (but no obligation) to remove the Digital Material from the Platform. Partners also have the right to remove the material on their own, but not in relation to those Users who have subscribed for a paid subscription covering all or part of the Digital Material. In relation to such Users, the material may be removed by Partner only after the subscription in question has expired.

12. Force Majeure

12.1 The party is not responsible for failure to perform its obligations under this Agreement, if such failure is due to circumstances beyond the party’s control and the party without delay informs the other party that such circumstance exists.

12.2 If, as a result of the circumstance referred to in paragraph 10.1, the party has been prevented from fulfilling its obligations under the contract for a period of more than six (6) weeks, the other party has the right to terminate the contract, neither party shall be liable to the other party.

12.3 Notices under this Agreement shall be made in writing. Notice sent by electronic mail or fax is deemed to constitute a written notice if receipt is confirmed.

12.4 Amendments or additions to this Agreement shall be written and signed by both Parties to be valid.

13. Transfer

13.1 Partners may not transfer their rights or obligations under the agreement without Solidssport’s written consent.

14. Applicable law and dispute

14.1 Swedish law shall apply to this Agreement.

14.2 Disputes arising out of this Agreement shall be ultimately settled through arbitration administered by the Arbitration Institute of the Stockholm Chamber of Commerce (SCC). Simplified Arbitration Rules shall apply unless the SCC, taking into account the severity of the case, the value of the dispute object and other circumstances, determines that the Arbitration Rules shall apply. In the latter case, the SCC shall also decide whether the arbitration panel shall consist of one or three arbitrators.