CoachUp Terms of Service
Last Updated September 8th, 2011
This Agreement contains all of the terms and conditions between CoachUp, Inc. ("CoachUp") and you ("Coach Seekers/Coaches and/or any other user") and governs the use of the service offered at the CoachUp Website and through any CoachUp mobile application (collectively, the "Site"). Please read this Agreement before using the Site. Use of the Site constitutes an agreement with the Terms of Use (this "Agreement"), whether or not you register as a member of CoachUp ("Member"). If you wish to become a Member and make use of the CoachUp service (the "Service"), then please read this Agreement. By using this Site, all users do hereby represent, warrant, understand, agree to and accept all terms and conditions contained herein. If you object to anything in this Agreement or the CoachUp Privacy Policy, do not use the Site or the Service. The Terms of Use are subject to change by CoachUp at any time, effective upon posting on the CoachUp Website, and your use of the Site or the Service after such posting will constitute acceptance by you of such changes.
1. ACCEPTANCE OF TERMS OF USE AGREEMENT.
This Agreement is an electronic contract that sets out the legally binding terms of your use of the Site and the Service. This Agreement may be modified by CoachUp from time to time, such modifications to be effective upon posting by CoachUp on the Site. This Agreement includes the CoachUp Privacy Policy. By accessing the Site or becoming a Member, you accept this Agreement and agree to the terms, conditions and notices contained or referenced herein. In addition, by accessing the Site or becoming a Member, you consent to have this Agreement provided to you in electronic form.
2. COACHUP IS A VENUE.
The Site is a communications platform for enabling the connection between individuals seeking private coaching services ("Coach Seekers") and/or individuals or companies providing coaching services ("Coaches"). CoachUp does not take part in the interaction between CoachUp Seekers and Coaches except to collect payments on the behalf of CoachUp Seekers and Coaches for venue services through the Site. Users do hereby represent, understand and expressly agree that CoachUp does not have control over the quality, timing, legality or any other aspect whatsoever of the services actually delivered by the Coaches, nor of the integrity, responsibility or any of the actions whatsoever of the Coach Seekers. CoachUp makes no representations about the suitability, reliability, timeliness, and accuracy of the services provided by Coaches or Coach Seekers through the Site whether in public, private or offline interactions. CoachUp does not assume any responsibility for the accuracy or reliability of any information provided by Coaches or Coach Seekers on this Site. CoachUp does not assume and expressly disclaims any liability that may result from the use of this information. CoachUp is not responsible for the conduct, whether online or offline, of any user of the Site or Member of the Service. All users including both Coach Seekers and Coaches do hereby expressly agree not to hold CoachUp (or CoachUp’s officers, directors, investors, subsidiaries, agents, assignees, representatives, advertisers, marketing partners, licensors, independent contractors, recruiters, corporate partners, or employees, hereinafter "Affiliates") liable for any instruction, advice or services delivered which originated through the Site and CoachUp and its Affiliates expressly disclaims any liability whatsoever for any damage, suits, claims, and/or controversies that have arisen or may arise, whether known or unknown therefrom.
3. ELIGIBILITY.
Our services are available only to individuals
and companies that can form legally binding contracts under applicable
law. Without limiting the foregoing, our services are not available
to minors under the age of eighteen (18) or to anyone who may not legally
work within the jurisdiction of the United States. This Site is currently
available only to United States citizens and/or any individuals who
are legally in the jurisdiction of the United States and may legally
work within its jurisdiction.
By requesting to use, registering to use and/or using the Site, you
represent and warrant that you have the right, authority and capacity
to enter into this Agreement and you commit to abide by all of the terms
and conditions hereof. In addition, you represent and warrant that you
and each member of your household (a) have never been the subject of
a complaint, restraining order or any other legal action involving,
arrested for, charged with, or convicted of any felony, any criminal
offense involving violence, abuse, neglect, fraud or larceny, or any
offense that involves endangering the safety of others, and (b) have
not been and are not currently required to register as a sex offender
with any government entity.
You hereby authorize CoachUp to verify your representations and warranties
herein, and you acknowledge that CoachUp reserves the right, but not
the obligation, to verify such representations and warranties, which
may include, without limitation, conducting criminal background checks
and using other available public records, and to take action it deems
appropriate in its sole discretion, including but not limited to terminating
your membership, should it determine, in its sole opinion, that you
have violated any representation or warranty or any other provision
of these Terms of Use.
NOTWITHSTANDING THE FOREGOING, COACHUP DISCLAIMS ANY LIABILITY WHATSOEVER
FOR ANY MISSTATEMENTS AND/OR MISREPRESENTATIONS MADE BY ANY USERS OF
THE SITE. USERS DO HEREBY REPRESENT, UNDERSTAND AND AGREE TO HOLD COACHUP
HARMLESS FOR ANY MISSTATEMENTS AND/OR MISREPRESENTATIONS MADE BY ANY
USERS OF THIS SITE.
4. RELEASE.
Coach Seekers may seek the services of a Coach through the use of the Site and Coaches may submit proposals to Coach Seekers regarding their services. In the event that a Coach Seeker and a Coach agree on the provision of services such agreement is solely between the Coach Seeker and the Coach; CoachUp is not a party to any such agreement. Any issues concerning the services received by the Coach Seeker or payment due to the Coach must be resolved directly by the Coach Seeker and the Coach. CoachUp will not be held responsible and expressly disclaims any liability whatsoever for any claims, demands or damages direct or indirect of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such issues. By using this Site, you do hereby represent, understand, and expressly agree to hold CoachUp harmless for any claim or controversy that may arise from any disputes between you and any other user(s) of the Site. CoachUp will use its reasonable efforts to monitor Coach and Coach Seeker profiles, actions, comments, and general usage of the Site and suspend privileges to any Coach Seeker or Coach not adhering to the policies of the Site. You agree to take reasonable precautions in all interactions with other users of the Site, particularly if you decide to meet offline or in person. By using this Site, you do hereby agree to report any alleged improprieties of any users therein to CoachUp immediately by notifying CoachUp of the same via electronic correspondence.
5. EXCLUSIVE USE.
Your account is for your sole, personal use, you may not authorize others to use your account, and you may not assign or otherwise transfer your account to any other person or entity.
6. INFORMATION PROVIDED BY USERS.
You are responsible for providing accurate,
current and complete information in connection with your registration
for use of the Site. CoachUp is not responsible for any claims relating
to any inaccurate, untimely or incomplete information provided by users
of the Site.
You are solely responsible for any content, messages, photos, videos,
reviews or profiles (collectively, "Content") that you publish
or display (hereinafter, "post") on the Site, or transmit
to other users of the Site. You will not post on the Site, or transmit
to other users, any defamatory, inaccurate, abusive, obscene, profane,
offensive, sexually oriented, threatening, harassing, racially offensive,
or illegal material, or any material that infringes or violates another
party's rights (including, but not limited to, intellectual property
rights, and rights of privacy and publicity). You will not provide inaccurate,
misleading or false information to CoachUp or to any other user of the
Site.
You understand and agree that CoachUp may review and delete any Content,
in each case in whole or in part, that in the sole judgment of CoachUp
violates this Agreement or which might be offensive, illegal, or that
might violate the rights, harm, or threaten the safety of users of the
Site.
By posting Content to any public or member area of the Site you automatically
grant, and you represent and warrant that you have the right to grant,
to CoachUp its Affiliates, licensees and successors, an irrevocable,
perpetual, non-exclusive, fully paid, worldwide license to use, copy,
perform, display, reproduce, adapt, modify and distribute such information
and content and to prepare derivative works of, or incorporate into
other works, such information and content, and to grant and authorize
sublicenses of the foregoing. You further represent and warrant that
public posting and use of your Content by CoachUp will not infringe
or violate the rights of any third party.
Your use of the Service, including but not limited to the Content you
post on the Service, must be in accordance with any and all applicable
laws and regulations.
Opinions, advice, statements, offers, or other information or content
made available on the Site or through the Service, but not directly
by CoachUp, are those of their respective authors. Such authors are
solely responsible for such content. CoachUp does not: (i) guarantee
the accuracy, completeness, or usefulness of any information on the
Site or available through the Service, or (ii) adopt, endorse or accept
responsibility for the accuracy or reliability of any opinion, advice,
or statement made by any party that appears on the Site or through the
Service. Under no circumstances will CoachUp or its Affiliates be responsible
for any loss or damage resulting from: a) your reliance on information
or other content posted on the Site or transmitted to or by any user
of the Site or Service; or b) reviews or comments made about you on
the Site by other users.
7. PRIVACY.
CoachUp will only use the information you provide on the Site in accordance with our Privacy Policy. For more information, see our full Privacy Policy.
8. LINKS TO EXTERNAL SITES.
Links from the Site to external sites (including external sites that are framed by CoachUp) or inclusion of advertisements do not constitute an endorsement by CoachUp of such sites or the content, products, advertising and other materials presented on such sites or of the products and services that are the subject of such advertisements, but are for users' reference and convenience. Users access them at their own risk. It is the responsibility of the user to evaluate the content and usefulness of the information obtained from other sites. CoachUp does not control such sites, and is not responsible for their content. Just because CoachUp has hyperlinks to such sites does not mean that CoachUp endorses any of the material on such sites, or has any association with their operators. Users further acknowledge that use of any site controlled, owned or operated by third parties is governed by the terms and conditions of use for those sites, and not by CoachUp's Terms of Use and Privacy Policy. CoachUp expressly disclaims any liability derived from the use and/or viewing of links that may appear on this Site. All users hereby agree to hold CoachUp harmless from any liability that may result from the use of links that may appear on the Site.
9. COPPA COMPLIANCE.
Coach Seekers and Coaches should monitor children's use of the Internet. CoachUp is intended for people 18 or over. CoachUp will not knowingly collect any information from children under 13. You must identify your age during the registration process. CoachUp takes the Children's Online Privacy Protection Act of 1998 (COPPA) as well as all FTC regulations very seriously. That being said, we do not assume any responsibility for any misrepresentations regarding your age or parental consent when using this Site. Should we determine that you provided any false information to us when using this Site, your membership will be terminated immediately.
10. PROHIBITED USE.
The Site and related services may not
be used by any person or organization to recruit, solicit, or contact
in any form Coach Seekers or Coaches for employment or contracting for
a business not affiliated with CoachUp without express written permission
from CoachUp. Should CoachUp find that you violated the terms of this
paragraph or any terms stated herein, CoachUp reserves the right, at
its sole discretion, to immediately terminate your use of the Site and/or
assess a $10,000 daily penalty fee for scraping, either in a manual
or automatic manner, Coach or Coach Seeker information, including but
not limited to, names, addresses, phone numbers, or email addresses,
copying copyrighted text, or otherwise mis-using or mis-appropriating
site content, including but not limited to, use on a "mirrored",
competitive, or third party site.
Although CoachUp cannot monitor the conduct of its users off the Site,
it is also a violation of these Terms of Use to use any information
obtained from the Site or the Service in order to harass, abuse, or
harm another person, or in order to contact, advertise to, solicit,
or sell to any user without their prior explicit consent. In order to
protect our users from such activity, we reserve the right to take appropriate
actions, including but not limited to restricting the number of emails
which a user may send to other users in any 24-hour period to a number
which we deem appropriate in our sole discretion.
In order to protect the integrity of the Site and the Service, CoachUp
reserves the right at any time in its sole discretion to block users
from certain IP addresses from accessing the Site.
CoachUp reserves the right, in its sole discretion, to terminate your
access to all or part of the CoachUp Site, to remove your profile and/or
any content posted by or about you, from the Site, and/or to terminate
your membership in CoachUp, for any reason or no reason, with or without
notice. Following any termination of any member's use of the Site, CoachUp
reserves the right to send a notice thereof to other members which whom
you have corresponded.
11. PAYMENT AND REFUND POLICY FOR INDIVIDUAL COACH SEEKERS.
Coach Seekers are obligated to pay for
the service of the Site, unless specifically notified otherwise. Coach
Seekers that sign up agree to pay CoachUp all charges at the prices
then in effect for any use of the Site. In addition, Coach Seekers authorize
CoachUp to charge their chosen payment provider for use of the Site.
CoachUp reserves the right to correct any errors or mistakes that it
makes even if it has already requested or received payment.
CoachUp may offer limited-time free trial
premium subscriptions to Coaches from time-to-time. If a Coach continues
their subscription after the end of the free trial period, the Coach
will be charged the price then in effect for a monthly subscription
to the Service. To avoid being charged for the service of the Site,
a Coach with a free trial subscription must cancel their subscription
prior to the end of the free trial period.
The subscriptions of Coaches will be automatically extended for successive
renewal periods of the same duration as the subscription term originally
selected, at the then-current non-promotional subscription rate, unless
specifically notified otherwise. To cancel your subscription, contact
CoachUp or alter your account settings. If you cancel your subscription,
you may use your subscription until the end of your then-current subscription
term; your subscription will not be renewed after your then-current
term expires.
No refunds or credits will be provided for account cancellation requests
received after the account has been billed. In addition, no refunds
will be granted for any donations to third-party organizations that
are made while enrolling or using the Site. At CoachUp's sole discretion,
refunds or credits may be granted in extenuating circumstances, as a
result of specific refund guarantee promotions, or to correct any errors
made by CoachUp.
12. THIRD PARTY VERIFICATION SERVICE.
CoachUp may make a third-party verification service available to Coach Seekers and Coaches. Coach Seekers and Coaches may use this service to verify information such as, but not limited to, name, address, social security number, and criminal background. Use of a third-party verification service is voluntary. If you decide to use or access information provided by a third-party verification service offered through the Site, you do hereby represent, understand and expressly agree that CoachUp is a conduit for the third-party verification service and does not have control over or assume any responsibility for the quality, accuracy, or reliability of the information provided by the third-party verification service. In addition, you understand that CoachUp may review the information provided by the third-party verification service and that CoachUp retains the right to terminate your CoachUp membership based on the information.
13. FAIR CREDIT REPORTING ACT.
Pursuant to the Fair Credit Reporting
Act (the "FCRA"), by this notice CoachUp, Inc. notifies you
that if you choose to participate in our third-party verification service,
it may, as part of that service, obtain a consumer report about you
from a consumer reporting agency. Consumer reports may contain information
on your character, general reputation, personal characteristics, and
mode of living, including but not limited to consumer credit, criminal
history, workers' compensation, driving, employment, military, civil,
and educational data and reports. If you use or access information provided
by a third-party verification service offered through the Site, you
warrant that you will use such information only for a purpose permitted
by the FCRA and that you will comply with any and all applicable obligations
of the FCRA, which can be found at http://www.ftc.gov/os/
14. NO WARRANTY.
The information and materials contained in this website, including text, graphics, information, links or other items are provided "as is", "as available". COACHUP DOES NOT WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THIS INFORMATION AND MATERIALS AND EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THIS INFORMATION AND MATERIALS. NO WARRANTY OF ANY KIND, IMPLIED, EXPRESSED OR STATUTORY INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND FREEDOM FROM COMPUTER VIRUS, IS GIVEN IN CONJUNCTION WITH THE INFORMATION AND MATERIALS.
15. DISCLAIMER OF WARRANTY.
16. ASSUMPTION OF RISK.
You assume all risk when using the Services, including but not limited to all of the risks associated with any online or offline interactions with Members of the site. You agree to take all necessary precautions, including but not limited to any recommendations set forth by CoachUp, when interacting with others Members of the site.
17. LIMITATION OF LIABILITY
18. INDEMNIFICATION.
By agreeing to the terms of this Agreement, users of the Site agree to indemnify, defend and hold harmless CoachUp and its Affiliates from and against any and all claims, losses, expenses or demands of liability, including attorneys' fees and costs incurred by CoachUp and its Affiliates in connection with any claim by a third party (including an intellectual property claim) arising out of (i) materials and content you submit, post or transmit through the Site, or (ii) use of the Site by you in violation of these Terms of Use or in violation of any applicable law. Users further agree that they will cooperate as reasonably required in the defense of such claims. CoachUp and its Affiliates reserve the right, at their own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by users, and users shall not, in any event, settle any claim or matter without the written consent of CoachUp Users further agree to hold harmless CoachUp and its Affiliates from any claim arising from a third party's use of information or materials of any kind that users post to the Site.
19. NOTICE AND TAKE DOWN PROCEDURES; COPYRIGHT AGENT.
If you believe any materials accessible on or from Site infringe your copyright, you may request removal of those materials (or access thereto) from this Site by contacting CoachUp and providing the following information:
20. NOTICE OF TRADEMARK RIGHTS.
The service marks and trademarks CoachUp and the CoachUp logo are service marks owned by CoachUp. Any other trademarks, service marks, logos and/or trade names appearing on the Site are the property of their respective owners. Users acknowledge the rights of CoachUp and the respective third parties in those marks. Users may not copy or use any of these marks, logos or trade names without the prior written permission of the owner as expressly allowed by these Terms of Use.
21. U.S. EXPORT CONTROLS.
Software from this Site (the "Software") is further subject to United States export controls. No Software may be downloaded from the Site or otherwise exported or re-exported (i) into (or to a national or resident of) Cuba, Iraq, Libya, North Korea, Iran, Syria, or any other Country to which the U.S. has embargoed goods; or (ii) to anyone on the U.S. Treasury Department's list of Specially Designated Nationals or the U.S. Commerce Department's Table of Deny Orders. By downloading or using the Software, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list.
22. JURISDICTION AND CHOICE OF LAW.
If there is any dispute arising out of the Site and/or the Service, by using the Site, you expressly agree that any such dispute shall be governed by the laws of the State of New York, without regard to its conflict of law provisions, and you expressly agree and consent to the exclusive jurisdiction and venue of the state and federal courts of the State of New York, New York County, for the resolution of any such dispute.
23. MISCELLANEOUS.
Nothing in this Agreement shall be construed as making either party the partner, joint venturer, agent, legal representative, employer, contractor or employee of the other. Neither party shall have, or hold itself out to any third party as having, any authority to make any statements, representations or commitments of any kind, or to take any action, that shall be binding on the other, except as provided for herein or authorized in writing by the party to be bound. This Agreement will be binding on and will inure to the benefit of the legal representatives, successors and assigns of the parties hereto.
24. CONTACT INFORMATION.
If you have any questions or need further information as to the Site or Service provided by CoachUp, or need to notify CoachUp as to any matters relating to the Site or Service please contact CoachUp at:
CoachUp, Inc.
1(888) 680-4750