Terms of Service

CoachUp Terms of Service Last Updated April 29, 2014

1. ACCEPTANCE OF TERMS OF SERVICE AGREEMENT.

PLEASE READ THESE TERMS OF SERVICE (“TERMS”) CAREFULLY BEFORE USING THIS WEBSITE AND OUR SERVICES.

These Terms contain all of the terms and conditions between CoachUp, Inc. ("CoachUp") and You, whether You are a "Coach Seeker,” or a “Coach” (as defined below) and/or any other user of our website, (collectively “Users”) and governs the use of the service offered at the CoachUp website and through any CoachUp mobile application (“Services”). Use of our website and our Services indicates Your agreement with these Terms (this "Agreement"). If You object to anything in this Agreement, including the CoachUp Privacy Policy, do not use our website or the Services.

Member Services

If You choose to register as a Coach or a Coach Seeker (as defined in section 2, below) through our Services then You will become a “Member” of CoachUp for the term of Your registration. This Agreement, together with the terms of Your registration agreement will govern Your relationship with us and Your use of our Services during the term of Your Membership.

Changes to Terms

These Terms, including the Privacy Policy, are subject to change by CoachUp at any time. We will notify you about significant changes in these Terms by sending a notice to the email address registered in your account, or by placing a prominent notice on our Site, so that you can choose whether to continue using our Services. Significant changes will go into effect no less than 30 days after we notify you. Non-material changes or clarifications will take effect immediately upon posting of the updated Terms on our Site. You should periodically check CoachUp.com/Terms for updates. Any use of the Site or the Services by you after the effective date of any changes will constitute your acceptance of such changes. In addition, by accessing the website or becoming a Member (if applicable), You consent to have this Agreement provided to You in electronic form.

2. COACHUP SERVICES.

The Services offered by CoachUp consist of a communications platform for enabling the connection between individuals seeking private coaching services ("Coach Seekers") and/or individuals or companies providing coaching services ("Coaches"). Coach Seekers may use the Services for themselves or to arrange coaching for children less than eighteen (18) years of age (“Minor Athletes”). The Service provides a place for Coaches to list their services and experience, and for Coach Seekers to review the skills of Coaches for a potential match. CoachUp does not take part in the interaction between Coach Seekers (and Minor Athletes, as applicable) and Coaches except to provide this forum for information sharing and to collect payments on the behalf of Members who seek to be matched through our Services.

Users and Members represent, understand and expressly agree that CoachUp does not have control over the quality, timing, legality, characteristics or any other aspect whatsoever of the coaching services actually delivered by any Coach, nor of the integrity, responsibility or any of the actions whatsoever of the Coach Seekers (and Minor Athletes, as applicable). CoachUp makes no representations about the suitability, reliability, timeliness, and accuracy of the services provided by Coaches or Coach Seekers (and Minor Athletes, as applicable) whether in public, private or offline interactions, or arranged through our Services. CoachUp does not assume any responsibility for the accuracy or reliability of any information provided through this website or our Services, or by Coaches or Coach Seekers who use our Services. CoachUp does not assume and expressly disclaims any and all liability that may result from the use of any information provided through this website and our Services or through Coaches or Coach Seekers listed with our website. CoachUp is not responsible for the conduct, whether online or offline, of any User of this website or any User or Member of the Service. All Users and Members, including both Coach Seekers (and Minor Athletes, as applicable) 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 website and CoachUp and its Affiliates expressly disclaim any liability whatsoever for any damage, suits, claims, and/or controversies that arise or relate in any way to this website, our Services, the information provided through this website and the services provided by or to any User of this website or our Services.

Notwithstanding, and without limiting, the foregoing disclaimers of liability, CoachUp may purchase one or more insurance policies (“Insurance”) which may provide defense or indemnity in case of property damage or personal injury incurred in connection with the Services. While CoachUp makes such Insurance available, we cannot guarantee that the Insurance will cover any particular injury or loss, or that the amount of Insurance will be adequate, or available at all, in any particular case.

Providing or Accepting Coaching Services Not Arranged Through CoachUp

Coach Seekers and Coaches agree and acknowledge that in cases where the parties have initially been introduced through the Service, it is an express violation of these Terms for either party to offer or accept the provision of coaching services between the parties without arranging such coaching services through the Service. Verification of such an arrangement may result in the immediate termination of the applicable Members’ accounts.

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 or anyone under the age of eighteen (18). This website and our Services are currently available only to United States citizens and/or any individuals who are legally in the jurisdiction of the United States and, with respect to Coaches, those that may legally work within the United States. By registering as a Member and/or using the website or our Services, You represent and warrant that You are of legal age as described above, and that You have the right, authority and capacity to enter into this Agreement and that You commit to abide by all of the terms and conditions of this Agreement (including any posted changes to these terms and conditions). If You are a Coach Seeker using the Services to arrange coaching for Minor Athletes, You represent and warrant that You are the parent or legal guardian of each Minor Athlete, or that You have the permission of the parent or legal guardian of all Minor Athletes who will participate in any coaching arranged through the Services.

You represent and warrant that You (a) have never been the subject of a complaint, restraining order or any other legal action involving criminal activity or alleged criminal activity, and You have not been arrested for, charged with, or convicted of any felony, or 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. Persons who have been involved with activities described in “(a)” or “(b)” above are NOT eligible to participate in our Services or to be or become Members.

4. BACKGROUND CHECKS.

Members may use our Services to engage third-party providers to run criminal and other background checks, including third party sex offender searches and checks (collectively, “Background Checks”). Members must pay for Background Checks as indicated on the website. CoachUp does not automatically run Background Checks on any Members. CoachUp may use Your name, address, and other identifying information You provide to us to obtain Background Checks on You.

By becoming a Member, You are expressly acknowledging and agreeing that Background Checks pertaining to You may be obtained and disclosed to the requesting party under these Terms. You acknowledge, agree and expressly grant CoachUp the right to verify Your representations and warranties, using Background Checks or otherwise, and to take any action CoachUp deems appropriate in its sole discretion, including but not limited to terminating Your membership should CoachUp determine, in its sole opinion, that You have violated any representation or warranty or any other provision of these Terms. If You refuse permission for a Background Check, CoachUp reserves the right to refuse or to terminate Your Membership and participation in our Services without repayment of any fees already paid by You.

Furthermore, You expressly acknowledge and agree that CoachUp may and is authorized to disclose the results of any Background Check, if You are a Coach, to any person that has obtained coaching services from You and, if You are a Coach Seeker, to any Coach who has been engaged by You. All Members are entitled to receive a copy of the results of any Background Check which is run on them. All Members are entitled to receive a copy of the results of any Background Check which is run on them from the applicable third-party provider. Members will have the option to seek to correct erroneous information by working directly with the applicable third-party provider. Negative results from a Background Check will be shared with the Member requesting the Background Check only in summary form. Because Background Checks are from third-party providers, CoachUp cannot guarantee the accuracy of the Background Checks, and disclaims all responsibility and liability for the results of said Background Checks. CoachUp does not independently verify information in the Background Checks.

If You decide to use or access information provided by a third-party verification service offered through the website, You expressly agree, represent, and warrant that You will only use the information You obtain relating to another Member for the express purpose of determining whether to transact business with that person. You may not disclose and expressly represent and warrant that You will not disclose the Background Check information You obtain on another Member to any other person or entity.

5. FAIR CREDIT REPORTING ACT DISCLOSURE.

Pursuant to the Fair Credit Reporting Act (the "FCRA"), CoachUp hereby notifies You that our third-party verification service may, as part of its Background Check 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 website, You represent and 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/statutes/fcrajump.shtm as well as all other applicable consumer reporting laws. If You decide to access, use, or share information provided by a third-party verification service offered through the website with any other party (either through this website or otherwise), You agree to do so in accordance with applicable law and to indemnify and hold harmless CoachUp from any loss, liability, damage, or costs that may result from such access, use, or sharing of this information regardless of the cause. CoachUp does not assume and expressly disclaims any liability that may result from the use of information provided by a third-party verification service.

6. RELEASE.

Coach Seekers may seek the services of a Coach through the use of the website. 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 except as otherwise described in this Agreement. CoachUp is not a party to any agreement between Coaches and Coach Seekers. Any issues concerning the services received by the Coach Seeker (and Minor Athletes, as applicable) or payment due to the Coach (except to the extent that such issue relates to the Services or CoachUp’s role as a payment conduit) 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 SERVICES, INCLUDING PAYMENT FOR COACHING SERVICES PROVIDED BY A COACH EVEN IF SUCH SERVICES ARE THE RESULT OF COACH AND COACH SEEKER (AND MINOR ATHLETES, AS APPLICABLE) MEETING THROUGH OUR SERVICES. BY USING THIS WEBSITE AND OUR SERVICES, USERS REPRESENT, UNDERSTAND, AND EXPRESSLY AGREE TO HOLD COACHUP HARMLESS FOR ANY CLAIM, CONTROVERSY OR DAMAGES THAT MAY ARISE FROM ANY DISPUTE BETWEEN YOU AND ANY OTHER USER(S) OF THE WEBSITE INCLUDING WITH ANY OTHER MEMBER, COACH, COACH SEEKER, OR MINOR ATHLETE.

IN ADDITION, AND WITHOUT LIMITING THE FOREGOING, ALL COACHES PROVIDED THROUGH THIS SERVICE EXPRESSLY DISCLAIM ANY LIABILITY WHATSOEVER ARISING OUT OF, AND COACH SEEKERS (FOR THEMSELVES AND ON BEHALF OF MINOR ATHLETES, AS APPLICABLE) HEREBY EXPRESSLY RELEASE AND WAIVE ALL CLAIMS DEMANDS OR DAMAGES, DIRECT OR INDIRECT, OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, SUSPECTED AND UNSUSPECTED, DISCLOSED AND UNDISCLOSED THAT COACH SEEKER OR MINOR ATHLETE MAY HAVE AGAINST ANY COACH ARISING OUT OF OR IN ANY WAY CONNECTED WITH SERVICES PROVIDED BY ANY OTHER MEMBER, INCLUDING ANY COACH, INCLUDING SUCH CLAIMS RELATED TO PAYMENT FOR COACHING SERVICES PROVIDED BY A COACH, OR ANY HARM, DAMAGE OR INJURY CAUSED BY SERVICES PROVIDED BY ANY COACH CONTRACTED THROUGH COACHUP SERVICES, EVEN IF SUCH SERVICES ARE THE RESULT OF COACH’S NEGLIGENCE, INCOMPETENCE, INTENTIONAL MALFEASANCE, OR OMISSION. BY USING THIS WEBSITE AND OUR SERVICES, USERS REPRESENT, UNDERSTAND, AND EXPRESSLY AGREE TO HOLD ANY COACH HARMLESS FOR ANY CLAIM, CONTROVERSY OR DAMAGES THAT MAY ARISE FROM ANY DISPUTE BETWEEN YOU AND ANY OTHER USER(S) OF THE WEBSITE INCLUDING WITH ANY OTHER MEMBER, COACH OR COACH SEEKER.

7. EXCLUSIVE USE BY USER.

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.

8. INFORMATION PROVIDED BY USERS.

You are responsible for providing accurate, current and complete information in connection with Your registration and use of the website and the Services. CoachUp is not responsible for any claims relating to any inaccurate, untimely or incomplete information provided by Users. As part of the Services, CoachUp allows You to post information about Yourself to our website. You are solely responsible for any information, content, messages, photos, videos, reviews or profiles (collectively, "Content") that You publish or display (hereinafter, "post") on the website, or transmit to other Users. You will not post, or transmit to other Users, any defamatory, inaccurate, abusive, obscene, profane, offensive, sexually oriented, threatening, harassing, racially offensive, or illegal Content, or any Content 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. 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 that may be offensive, illegal, or that might violate the rights, harm, or threaten the safety of Users.

By posting Content to any public or Member area of the website You represent and warrant that You have the right to grant, and You do grant to CoachUp, together with its Affiliates and its and their licensees and successors, an irrevocable, perpetual, non-exclusive, fully paid, worldwide license to use, copy, perform, display, reproduce, adapt, modify and distribute such Content and to prepare derivative works of, or incorporate into other works, such Content and to grant and authorize sublicenses to 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 Services, 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 website 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 website 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 website or through the Service. Under no circumstances will CoachUp or its Affiliates be responsible for any loss or damage resulting from: i) Your reliance on information or other content posted on the website or transmitted to or by any user of the website or Service; or ii) reviews or comments made about You on the website by other users.

9. PRIVACY.

CoachUp will only use the information You provide on the website in accordance with our Privacy Policy. For more information, see our full Privacy Policy.

10. LINKS TO EXTERNAL SITES.

Links from the website 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 and Privacy Policy. CoachUp expressly disclaims any liability derived from the use and/or viewing of links that may appear on this website. All users hereby agree to hold CoachUp harmless from any liability that may result from the use of links that may appear on the website.

11. CHILDREN’S PRIVACY.

CoachUp takes Children's privacy very seriously. Registering on CoachUp is intended for people 18 or over. While many end-users of coaching arranged through CoachUp’s Service (i.e., the people who actually take the coaching session, the Minor Athletes) will be children under the age of 18, their parents or guardians will be the only valid registered users on CoachUp. CoachUp will not knowingly collect any information from children under 13. You must identify Your age during the registration process. That being said, we do not assume any responsibility for any misrepresentations regarding Your age or parental consent when using this website.

12. PROHIBITED USE.

The website and our Services may not be used by any person or organization to recruit, solicit, or contact Coach Seekers or Coaches for employment or contracting for a business not affiliated with CoachUp without the express prior written permission of CoachUp. You may not copy the contents of our website, including but not limited to any of the records or profiles of our Users or Members, and you are prohibited from using any technology, method or scheme to scrape, crawl, reproduce, cache or mirror all or any portion of the contents of our website, nor utilize any other technology, or automated code of any kind, to copy, reproduce or download the contents of our website. 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 website, Your membership and our Services, and/or assess a $10,000 daily fee for scraping, copying, caching or reproducing either in a manual or automatic manner, Coach, Coach Seeker, or Minor Athlete information, including but not limited to, names, addresses, phone numbers, or email addresses, copying text, or otherwise misusing or misappropriating website content.

Although CoachUp cannot monitor the conduct of its Users off the website, it is also a violation of these Terms to use any information obtained from the website or the Services in order to harass, abuse, or harm another person, or in order to contact, advertise to, solicit, or sell to any other User without their prior explicit consent. In order to protect our Users from such activity, we reserve the right to take appropriate actions, including blocking access to the website and terminating Your Membership, with or without notice. Following any termination of any Member's use of the website and/or Services, CoachUp reserves the right to send a notice thereof to other Members with whom You have corresponded advising them of Your termination from the Services.

13. TERMINATION.

Notwithstanding anything to the contrary in this Agreement, CoachUp may terminate any Membership, or block access to the website and the Services, for any reason or no reason whatsoever, with or without notice, at any time. In case of termination by CoachUp, a refund for prepaid Services will be provided only in cases where such termination was not in connection with a Member’s violation of this Agreement.

PAYMENT POLICY FOR MEMBERS.

Coach Seekers are obligated to pay for the Services provided through this website, unless specifically notified otherwise. Coach Seekers that sign up for our Services agree to pay CoachUp all charges at the prices then in effect for any use of the Services. During registration, Coach Seekers will be asked to provide payment provider details and to authorize charges to such providers for selected Services. Ordinarily, a Coach Seeker will be required to submit payment for coaching services in advance (“Session Rights”). Session Rights (whether paid in advance or otherwise provided by CoachUp) are to be used within one year of initial purchase or issuance. CoachUp will encourage you to use your unused Session Rights through repeated email reminders.

CoachUp reserves the right to correct any errors or mistakes that it makes, even if it has already requested or received payment.

Subscription Services

CoachUp may offer subscriptions to portions of the website and certain types of Services. Below are the terms that apply to subscriptions, if applicable. CoachUp may offer limited-time free trial premium subscriptions to Coaches or Coach Seekers from time-to-time. If a Coach or a Coach Seeker continues a subscription after the end of the free trial period, he or she will be charged the price then in effect for a monthly subscription to the Service. To avoid being charged for the Services after the trial, a Coach or Coach Seeker with a free trial subscription must cancel his or her subscription prior to the end of the free trial period. The subscriptions of Coaches or Coach Seekers 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 subscription account cancellation requests received after the account has been billed.

100% Money Back Guarantee Terms

All sessions booked through CoachUp are protected by CoachUp’s 100% money back guarantee. If You are not satisfied with Your Coach for any reason, just let us know within forty-eight (48) hours of completing Your first coaching session, and we will issue You a full refund. If You contact us outside of the forty-eight (48)-hour window, but within 30 days after the first session, we will issue a Session Right credit for the total value of Your remaining sessions. See PAYMENT AND REFUND POLICY FOR MEMBERS for explanation of Session Rights

No refunds will be granted for any donations to third-party organizations that are made while enrolling or using the website.

Gift Certificates

Gift certificates must be redeemed through the CoachUp website to purchase Session Rights. If the purchase exceeds the amount of the gift certificate, the balance must be paid with a credit card or other available payment method. Gift certificates do not expire. Once they are redeemed for Session Rights, they are considered used. See PAYMENT AND REFUND POLICY FOR MEMBERS for explanation of Session Rights.

15. NO WARRANTY.

COACHUP DOES NOT: (i) GUARANTEE THE ACCURACY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED ON THE WEBSITE AND SERVICES, OR (ii) ADOPT, ENDORSE OR ACCEPT RESPONSIBILITY FOR THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY THIRD PARTY THROUGH OR PUBLISHED ON OUR WEBSITE OR THROUGH OUR SERVICES. UNDER NO CIRCUMSTANCES WILL COACHUP BE RESPONSIBLE FOR ANY LOSS OR DAMAGE RESULTING FROM ANYONE'S RELIANCE ON INFORMATION OR OTHER CONTENT POSTED ON THE SERVICES, OR TRANSMITTED TO OR BY ANY USERS. WITHOUT LIMITING THE FOREGOING, THIS WEBSITE, OUR SERVICES, THE INFORMATION AND MATERIALS CONTAINED AND MADE AVAILABLE THROUGH THIS WEBSITE AND THROUGH OUR SERVICES, INCLUDING TEXT, GRAPHICS, INFORMATION, LINKS OR OTHER ITEMS ARE ALL PROVIDED "AS IS" AND "AS AVAILABLE.” COACHUP DOES NOT WARRANT THE ACCURACY, ADEQUACY OR COMPLETENESS OF THIS CONTENT, INFORMATION AND MATERIALS, NOR THE SERVICES PROVIDED BY ANY COACH AND COACHUP EXPRESSLY DISCLAIMS LIABILITY FOR ERRORS OR OMISSIONS IN THE SERVICES, INFORMATION, CONTENT, MATERIALS AND SERVICES PROVIDED THROUGH THIS WEBSITE, INCLUDING THE SERVICES PROVIDED BY US OR ANY THIRD PARTY. 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 OUR SERVICES, THE INFORMATION, CONTENT, OR MATERIALS PROVIDED THROUGH OR RELATING TO OUR SERVICES. FURTHERMORE, COACHUP DOES NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE SECURE, UNINTERRUPTED, SAFE, ALWAYS AVAILABLE, ERROR-FREE OR WILL MEET YOUR REQUIREMENTS, OR THAT ANY DEFECTS IN THE SERVICES WILL BE CORRECTED. COACHUP DISCLAIMS LIABILITY FOR, AND NO WARRANTY IS MADE WITH RESPECT TO, THE CONNECTIVITY AND AVAILABILITY OF THE SERVICES. IN ADDITION AND WITHOUT LIMITING THE FOREGOING, COACHUP MAKES NO REPRESENTATION OR WARRANTIES OF ANY KIND WHETHER EXPRESS OR IMPLIED REGARDING THE SUITABILITY OF ANY MEMBER, USER, OR ANY THIRD PARTY AFFILIATED WITH OR WHOSE SERVICES ARE OFFERED THROUGH OUR WEBSITE, TO PROVIDE SERVICES AS A COACH OR TO SECURE THE SERVICES OF A COACH, OR TO VERIFY THE CREDENTIALS AND BACKGROUND OF ANY COACH.

16. ASSUMPTION OF RISK.

You assume all risk when engaging the services or purchasing the goods of any other User or Member (including any Coach or Coach Seeker) and in connection with using the Services, including but not limited to all of the risks associated with any online or offline interactions with Members and any risks associated with obtaining services from any Coach or providing any services to any Coach Seeker (and Minor Athlete, as applicable), including all risks of physical or emotional injury or harm resulting in any way or arising out of coaching services or clients obtained through our Services. You agree to take all necessary precautions, including but not limited to any recommendations set forth by CoachUp, when interacting with others Members.

If You are a Coach, it is Your responsibility to obtain workers’ compensation insurance for any injuries You may suffer in the course of the provision of services to Coach Seekers. In no event may a Coach seek coverage under CoachUp’s workers’ compensation policy. You acknowledge that any insurance coverage provided by CoachUp is in excess over any personal insurance policies you have that may apply and that you are responsible for payment of any deductible associated with such CoachUp provided policy coverage. In addition, as a Coach, it is Your responsibility to provide facilities in or at which to provide coaching services (the “Facilities”). You represent and warrant that: (a) the Facilities will be safe and appropriate for the type of coaching provided, and (b) You have appropriate permission from the owner of the Facilities to conduct such activities at the Facilities.

17. LIMITATION OF LIABILITY.

In no event will CoachUp be liable for any indirect, special, incidental, or consequential damages, losses or expenses arising out of or relating to the use or inability to use the website, the Services provided through this website or by any Member or other User of this website, including without limitation damages related to any services provided or information received from or through this website, removal of content from the website, including profile information, any email distributed to any User or any linked web site or use thereof or inability to use by any party, or in connection with any termination of Your Membership or ability to access the website, failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus or line or system failure, even if CoachUp, or representatives thereof, are advised of the possibility of such damages, losses or expenses. UNDER NO CIRCUMSTANCES WILL COACHUP'S AGGREGATE LIABILITY, IN ANY FORM OF ACTION WHATSOEVER IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE SERVICES OR THE WEBSITE, EXCEED THE PRICE PAID BY YOU FOR YOUR ACCOUNT, OR, IF YOU HAVE NOT PAID COACHUP FOR THE USE OF ANY SERVICES, THE AMOUNT OF US $25.00 OR ITS EQUIVALENT. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL COACHUP BE LIABLE FOR ANY DAMAGES WHATSOEVER, WHETHER DIRECT, INDIRECT, GENERAL, SPECIAL, COMPENSATORY, CONSEQUENTIAL, AND/OR INCIDENTAL, ARISING OUT OF OR RELATING TO THE CONDUCT OF YOU OR ANYONE ELSE IN CONNECTION WITH THE USE OF THE WEBSITE, INCLUDING WITHOUT LIMITATION, BODILY INJURY, EMOTIONAL DISTRESS, AND/OR ANY OTHER DAMAGES RESULTING FROM INTERACTIONS WITH OTHER MEMBERS OF THE WEBSITE, INCLUDING ANY COACHES WHETHER ONLINE OR OFFLINE. THIS INCLUDES ANY CLAIMS, LOSSES OR DAMAGES ARISING FROM THE CONDUCT OF USERS WHO HAVE REGISTERED UNDER FALSE PRETENSES OR WHO ATTEMPT TO DEFRAUD OR HARM YOU. In addition to the preceding paragraphs of this section and other provisions of this Agreement, any advice that may be posted on the website is for informational purposes only and is not intended to replace or substitute for any professional advice, financial, medical, legal, or other advice. CoachUp makes no representations or warranties and expressly disclaims any and all liability concerning any treatment, action by, or effect on any person following the information offered or provided within or through the website. If You have specific concerns or a situation arises in which You require professional or medical advice, You should consult with an appropriately trained and qualified specialist.

18. INDEMNIFICATION.

By agreeing to the terms of this Agreement, Users of the website, including Members 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 (whether incurred by CoachUp or its Affiliates) in connection with any claim arising out of (i) materials and content You submit, post or transmit through the website, (ii) use of the website by You in violation of these Terms or in violation of any applicable law, and, without limiting the foregoing (iii) use, reliance upon, or disclosure of Background Checks. 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 website.

19. NOTICE AND TAKE DOWN PROCEDURES; COPYRIGHT AGENT.

If You believe any materials accessible on or from website infringe Your copyright, You may request removal of those materials (or access thereto) from this website.

Our website follows the safe harbor provisions of 17 U.S.C. §512, otherwise known as Digital Millennium Copyright Act ("DMCA").

To file a copyright infringement notification with us, You will need to send a written communication that includes substantially the following:

A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site.

Identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit the service provider to locate the material. Providing URLs in the body of an email is the best way to help us locate content quickly.

Information reasonably sufficient to permit the service provider to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted.

A statement that the complaining party has a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law.

A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed (Note that under Section 512(f) any person who knowingly and materially misrepresents that material or activity is infringing may be subject to liability for damages. In other words, DON’T MAKE FALSE CLAIMS!

To expedite our ability to process Your request, such written notice should be sent to our designated agent who’s contact information is available via our "DMCA Designated Agent" listed below:

Jordan Fliegel
CoachUp, Inc.
355 Congress St., 2nd Floor
Boston, MA, 02210
888-680-4750

And/or by email to: dmca@coachup.com

General Copyright Statement

Most of the sourced material posted to CoachUp is posted according to the "fair use" doctrine of copyright law for non-commercial news reporting, education and discussion purposes. We comply with all takedown requests. Please send takedown requests to: dmca@coachup.com

20. NOTICE OF TRADEMARK RIGHTS.

The service marks and trademarks CoachUp and the CoachUp logo are service marks owned by CoachUp. Except as may be otherwise indicated, any other trademarks, service marks, logos and/or trade names appearing on the website 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.

21. JURISDICTION AND CHOICE OF LAW.

If there is any dispute arising out of the website and/or the Service, by using the website, You expressly agree that any such dispute shall be governed by the laws of the Commonwealth of Massachusetts, 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 Commonwealth of Massachusetts, for the resolution of any such dispute.

22. 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.