Terms of Service

1. Eligibility and Permitted Use

The Site and Services are intended solely for use by individuals and entities that meet the following eligibility criteria:

• You are at least 18 years of age and legally capable of entering into binding contracts;
• You are a professional athlete under a current or pending professional sports contract, a licensed sports agent, a certified financial advisor or representative acting on behalf of a professional athlete, or an institutional counterparty seeking to engage with the Company for financing purposes;
• You are not a resident of, or accessing the Site from, a jurisdiction where contract-backed athlete lending is prohibited by applicable law;
• You are not subject to any legal or regulatory prohibition that would prevent you from engaging with the Company or its Services.

The Company reserves the right, in its sole discretion, to refuse access to the Site or Services to any person or entity for any reason, including without limitation suspected misrepresentation, ineligibility, or prior violation of these Terms.

2. Nature of the Services

The Site provides informational content regarding contract-backed financing products offered by the Company, including pre-draft financing, active contract loans, free agent bridge financing, and off-season liquidity facilities. The Company facilitates lending against the guaranteed value of professional sports contracts in the NBA, NFL, MLB, NHL, and such other professional leagues as the Company may designate from time to time.

IMPORTANT DISCLOSURES:

• All loan products are subject to formal credit underwriting, due diligence, contract verification, and the Company's internal approval process.
• Nothing on the Site constitutes a commitment to lend, a loan offer, or a guarantee of financing.
• Pre-qualification estimates generated through the Site are for informational purposes only and do not constitute a binding commitment, term sheet, or application approval.
• Rates, terms, advance amounts, and loan-to-value parameters displayed on the Site are illustrative and subject to change without notice. Actual terms will be set forth in a fully executed loan agreement.
• Not all applicants will qualify for financing. Approval is subject to the Company's underwriting criteria, applicable law, and contractual constraints.

3. No Legal, Financial, or Tax Advice

The content and information provided on the Site, including without limitation descriptions of loan products, rate ranges, and illustrative loan structures, are for general informational purposes only. Nothing on the Site constitutes legal, financial, tax, investment, or professional advice of any kind. You should consult qualified legal counsel, a certified public accountant, or a licensed financial advisor before entering into any financing arrangement.

4. User Accounts and Application Portal

To apply for financing, you will be directed to a secure application portal accessible at app.skyboxfinance.com. By creating an account or submitting an application through the portal, you represent and warrant that:

• All information you provide is accurate, current, complete, and not misleading;
• You have full authority to submit the information on behalf of any athlete or entity you represent;
• You will promptly notify the Company of any material change in the information previously provided;
• You will not permit unauthorized persons to access your account credentials.

The Company reserves the right to suspend or terminate any user account at any time upon discovery of inaccurate, fraudulent, or misleading information. You are solely responsible for all activity conducted through your account.

5. Submission of Application Materials

By submitting documents, financial statements, tax returns, player contracts, or any other materials through the Site or application portal ("Submission Materials"), you:

• Grant the Company a limited, non-exclusive license to use, review, analyze, and retain such Submission Materials solely for the purpose of evaluating and processing your financing request;
• Represent and warrant that you have the legal right and authority to submit such materials and that they do not infringe the rights of any third party;
• Acknowledge that the Company may share Submission Materials with its legal counsel, underwriters, credit committee members, and financing partners on a need-to-know basis subject to confidentiality obligations.

6. Confidentiality

The Company treats all non-public information submitted through the Site or application portal as confidential. The Company employs 256-bit encryption and maintains SOC 2-compliant infrastructure for data storage and processing.

The Company will not sell, license, or disclose your personal or financial information to unaffiliated third parties except: (a) as necessary to process your application; (b) as required by applicable law or regulation; (c) in connection with a merger, acquisition, or sale of the Company's assets; or (d) with your explicit written authorization.

Notwithstanding the foregoing, the Company may use anonymized, aggregated data derived from user interactions with the Site for internal analytics and product development purposes.

7. Intellectual Property

All content on the Site, including but not limited to text, graphics, logos, button icons, images, data compilations, software, and the overall design and arrangement of the Site (collectively, "Company Content"), is the property of Rainmaker Sports Lending, LLC or its content suppliers and is protected by applicable United States and international intellectual property laws.

You are granted a limited, non-exclusive, non-transferable, revocable license to access and use the Site for your personal, non-commercial use in connection with evaluating the Company's financing products. You may not:

• Reproduce, distribute, publicly display, or create derivative works from any Company Content without the prior written consent of the Company;
• Use any automated system, including bots, scrapers, or spiders, to access or collect data from the Site;
• Reverse-engineer, decompile, or disassemble any software or technology used to operate the Site;
• Use the Company's name, trademarks, logos, or brand elements for any commercial purpose without prior written authorization.

8. Prohibited Conduct

You agree not to use the Site or Services to:

• Submit false, misleading, or fraudulent information in connection with any application or inquiry;
• Impersonate any person or entity, including any athlete, sports agent, or Company employee;
• Engage in any conduct that interferes with or disrupts the integrity or performance of the Site or Services;
• Attempt to gain unauthorized access to any portion of the Site, its servers, or any systems or networks connected to the Site;
• Upload or transmit any content that contains viruses, malware, ransomware, or other harmful code;
• Use the Site in violation of any applicable federal, state, or local law or regulation;
• Engage in any activity that would constitute a violation of the Gramm-Leach-Bliley Act, the Fair Credit Reporting Act, or other applicable financial privacy or consumer protection statutes.

9. Third-Party Links and Content

The Site may contain links to third-party websites, platforms, or resources. These links are provided for convenience only. The Company has no control over the content, privacy practices, or terms of such third-party sites and assumes no responsibility or liability for them. Your access to and use of any third-party website is at your own risk and governed by that site's terms.

10. Disclaimer of Warranties

THE SITE AND SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR ACCURACY. THE COMPANY DOES NOT WARRANT THAT THE SITE WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.

PRE-QUALIFICATION ESTIMATES AND ILLUSTRATIVE LOAN TERMS PRESENTED ON THE SITE ARE PROVIDED WITHOUT WARRANTY OF ANY KIND AND DO NOT CONSTITUTE A COMMITMENT TO PROVIDE FINANCING ON THE TERMS DESCRIBED.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL RAINMAKER SPORTS LENDING, LLC, ITS MEMBERS, MANAGERS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, SUCCESSORS, OR ASSIGNS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO OR USE OF (OR INABILITY TO ACCESS OR USE) THE SITE OR SERVICES, EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

THE COMPANY'S TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITE SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00).

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU IN FULL.

12. Indemnification

You agree to indemnify, defend, and hold harmless Rainmaker Sports Lending, LLC and its members, managers, officers, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use of or access to the Site or Services; (b) your violation of these Terms; (c) any Submission Materials you provide; (d) your violation of any applicable law or the rights of any third party; or (e) any misrepresentation made by you in connection with a financing application.

13. Governing Law and Dispute Resolution

13.1 Governing Law

These Terms and any dispute arising out of or related to them or the Site shall be governed by and construed in accordance with the laws of the State of Florida, without regard to its conflict of law principles.

13.2 Arbitration Agreement

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS AND REQUIRES ARBITRATION OF DISPUTES ON AN INDIVIDUAL BASIS RATHER THAN JURY TRIALS OR CLASS ACTIONS.

Any dispute, controversy, or claim arising out of or relating to these Terms, the Site, the Services, or any loan transaction with the Company shall be resolved by binding arbitration administered by JAMS pursuant to its Streamlined Arbitration Rules and Procedures then in effect, except as modified herein. The arbitration shall be conducted in Miami-Dade County, Florida. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

13.3 Class Action Waiver

YOU AND THE COMPANY EACH AGREE THAT ANY CLAIMS MAY ONLY BE BROUGHT IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, REPRESENTATIVE, OR PRIVATE ATTORNEY GENERAL ACTION OR PROCEEDING.

13.4 Venue for Non-Arbitrable Claims

To the extent any claim is not subject to arbitration, you irrevocably consent to the exclusive jurisdiction of the state and federal courts located in Miami-Dade County, Florida.

14. Regulatory and Licensing Disclosures

Rainmaker Sports Lending, LLC is a private specialty finance company. The Company is not a bank, credit union, or federally regulated lending institution. Loans originated by the Company are subject to applicable state lending laws. The Company operates in compliance with applicable licensing requirements in jurisdictions where it conducts lending activities.

Nothing in these Terms or on the Site shall be construed as the Company holding itself out as a registered investment advisor, broker-dealer, or registered securities issuer.

All loans are subject to applicable federal and state law. To the extent any provision of these Terms conflicts with applicable law, such provision shall be modified to the minimum extent necessary to comply.

15. Communications and Electronic Consent

By using the Site or submitting an inquiry or application, you consent to receive electronic communications from the Company, including emails, text messages, and in-application notifications, regarding your inquiry, application, and any financing arrangements. You may opt out of marketing communications at any time by following the unsubscribe instructions contained in any marketing email. Transactional communications related to an active application or loan agreement may not be subject to opt-out. You agree that electronic communications satisfy any legal requirement that such communications be in writing.

16. Agent and Representative Authorization

If you are a licensed sports agent, certified financial advisor, or other authorized representative submitting an inquiry or application on behalf of a professional athlete, you represent and warrant that:

• You are duly licensed and in good standing under applicable law and the rules of the relevant player association(s);
• You have obtained all required authorizations and written consents from the athlete to submit information and initiate the application process on their behalf;
• You are acting within the scope of your authorized representation and in the athlete's best interests;
• Your submission of information does not violate any applicable collective bargaining agreement, union rules, or player association regulations.

The Company reserves the right to require written confirmation of agent authorization prior to processing any application.

17. Modification of Terms

The Company reserves the right to modify these Terms at any time in its sole discretion. When we make material changes, we will update the effective date at the top of this page and, where feasible, provide notice through the Site or via email. Your continued use of the Site after the effective date of any modification constitutes your acceptance of the revised Terms. We encourage you to review these Terms periodically. If you do not agree to the modified Terms, you must cease using the Site and Services.

18. Termination

The Company may, in its sole discretion, suspend or terminate your access to the Site or Services at any time for any reason, including without limitation if the Company believes you have violated these Terms. Upon termination, all licenses granted to you hereunder shall immediately cease.

Sections 6 (Confidentiality), 7 (Intellectual Property), 10 (Disclaimer of Warranties), 11 (Limitation of Liability), 12 (Indemnification), and 13 (Governing Law and Dispute Resolution) shall survive any termination or expiration of these Terms.

19. Miscellaneous

• Entire Agreement. These Terms, together with the Privacy Policy and any executed loan agreement, constitute the entire agreement between you and the Company with respect to the Site and Services and supersede all prior agreements, representations, and understandings.
• Severability. If any provision of these Terms is found to be invalid or unenforceable, that provision shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions shall remain in full force and effect.
• Waiver. The Company's failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision.
• Assignment. You may not assign or transfer any rights or obligations under these Terms without the prior written consent of the Company. The Company may freely assign these Terms without restriction.
• Force Majeure. The Company shall not be liable for any failure or delay in performance resulting from causes beyond its reasonable control, including acts of God, natural disasters, government action, or widespread network outages.
• Headings. Section headings are for convenience only and shall not affect the interpretation of these Terms.

20. Contact Information

If you have questions, concerns, or requests regarding these Terms, please contact the Company at:

For legal notices, please send correspondence via certified mail to the address above, with a copy to hello@skyboxfinance.com.