Last Updated: February 7, 2017
- Welcome to Virtual Racing School! Your use of our services as a Coach (defined below), including the services we make available through this website (the “Site”) and any materials, software or services offered by us in connection with this Site (the “Services”) is governed by these terms (the “Terms”), so please carefully read them before using the Services as a Coach. For the purposes of these Terms, “we,” “our,” “us,” “Virtual Racing School,” and the “Company” refer to SMARTY CO., the providers and operators of the Services.
- You must be over 13 years of age to use the Services as a Coach, and children under the age of 13 may not use the Services as a Coach in any way. If you are over 13 years of age but are not yet of legal age to form a binding contract (in many jurisdictions, this age is 18), then your parent or guardian must read these Terms and agree to the Terms on your behalf before you may use the Services as a Coach.
- THE SERVICES PROVIDE AN ONLINE PLATFORM WHICH FACILITATES THE CONNECTION BETWEEN USERS AND COACHES FEATURED ON THE SITE AND VIA THE SERVICES. YOU UNDERSTAND AND AGREE THAT THE COMPANY IS NOT A PARTY TO ANY AGREEMENTS ENTERED INTO BETWEEN USERS AND COACHES. COACHES ARE INDEPENDENT CONTRACTORS, NOT EMPLOYEES OR AGENTS OF THE COMPANY. THE COMPANY HAS NO CONTROL OVER THE COACHING SERVICES OR CONDUCT OF USERS, COACHES AND OTHER USERS OF THE SERVICES, AND DISCLAIMS ALL LIABILITY IN THIS REGARD.
- YOU ACKNOWLEDGE AND AGREE THAT, BY CLICKING THE “I AGREE” BUTTON BELOW OR OTHERWISE BY PROVIDING YOUR WRITTEN CONSENT TO THESE TERMS, YOU ARE INDICATING THAT YOU HAVE READ, AND THAT YOU UNDERSTAND AND AGREE TO BE BOUND BY, THESE TERMS. IF YOU DO NOT AGREE TO THESE TERMS, THEN YOU HAVE NO RIGHT TO ACCESS OR USE THE SERVICES AS A COACH.
2. DESCRIPTION OF SERVICES
- The Company provides an online platform that allows coaches (“Coaches”) and individuals seeking coaching with regards to improving their performance on certain racing simulation computer programs (“Students”) to connect with one another (the “Coaching Platform”). Coaches may make their Race Data for specific cars and tracks available to Students in the form of “Data Packs”. Coaches may also offer personalized coaching and advice to Students including but not limited to driving analysis, setup analysis, and generic questions and answers (“Coaching Sessions”). “Data Packs” and “Coaching Sessions” shall be referred to hereinafter, collectively, as “Coaching Services”. “Students” and “Coaches” shall also be referred to hereinafter, collectively, as “Users”.
- The Company is not a provider of Coaching Services. The Company’s role is solely to facilitate the availability of the Coaching Platform. Similarly, the Company is not a contracting agent or representative of any Coach or Student. Coaches are independent contractors and are not employees or agents of the Company. As a Coach, you agree that you are an independent contractor, that you are not an employee or agent of the Company, and that nothing in these Terms will be construed as establishing an employment or agency relationship between you and the Company. You have no authority to bind the Company by contract or otherwise. You will determine, in your sole discretion, the manner and means by which you provide Coaching Services in connection with these Terms, subject to the requirement that you will at all times comply with applicable law. You will not be entitled to any benefits paid or made available by the Company to its employees, including, without limitation, any vacation, sick leave or similar pay or benefit, or to participate in any plans, arrangements or distributions made by the Company pertaining to any bonus, stock option, profit sharing, insurance or similar benefits.
- You agree that you are fully and solely responsible for all goods and services that you provide using the Services and for any and all injuries, illnesses, damages, claims, liabilities and costs that you cause to other Users.
- We have the right, but not the obligation, to monitor any activity and content associated with these Services.
- THE COMPANY DOES NOT CONTROL, IS NOT RESPONSIBLE FOR AND MAKES NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO ANY USER OR USER CONDUCT. YOU ARE SOLELY RESPONSIBLE FOR YOUR INTERACTION WITH OR RELIANCE ON ANY USER OR USER CONDUCT. THE COMPANY ASSUMES NO RESPONSIBILITY FOR VERIFYING THE IDENTITY, QUALIFICATIONS, CREDENTIALS, BIOGRAPHIC INFORMATION, LICENSURE, AND/OR ANY OTHER INFORMATION REGARDING ANY OF THE USERS, ALTHOUGH IT MAY CHOOSE TO TAKE ACTION TO DO SO INDEPENDENTLY, IN ITS SOLE DISCRETION AND SOLELY FOR ITS OWN BENEFIT.
3. REGISTRATION AND ACCOUNT CREATION
- In order to use the Services as a Coach, you will be required to register as a user and to provide us with personally identifiable information, including potentially your name, age, country of residence, time zone, email address, phone number, username and password, social security number (if applicable), and photo ID (“Credentials”). We will review the information you submit, and may decline to register you in our sole and absolute discretion.
- When you register with the Company as a Coach and set up your account (“Account”), you: (i) agree to provide the Company with accurate and complete information; (ii) agree to promptly update your Account information with any new information that may affect the operation of your Account; and (iii) authorize the Company, directly or through third parties, to make any inquiries we consider necessary or appropriate to verify your Account information or the information you provide to us related to any transactions you initiate via the Services. You will not use false identities or impersonate any other person or use a username or password that you are not authorized to use.
- We handle your personally identifiable information with the utmost attention, care and security. Nonetheless, you, not us, shall be responsible for maintaining and protecting your Credentials in connection with the Services. If your contact information, or other information relating to your Account changes, you must notify us promptly and keep such information current. You are solely responsible for any activity using your Credentials, whether or not you authorized that activity. You should immediately notify us of any unauthorized use of your Credentials or if your email or password has been hacked or stolen. If you discover that someone is using your Credentials without your consent, or you discover any other breach of security, you agree to notify us immediately.
- You will be required to create a user profile (a “Profile”) in the course of registering for the Services as a Coach. You may edit and update your Profile freely (subject to these Terms), and may also upload an image of yourself to use as a profile picture (“Profile Photo”). Creating a Profile Photo is voluntary, and you may remove your Profile Photo at any time.
- You agree that you will not permit, enable, introduce or facilitate (i) persons who do not have an Account to have access to the features of the Services only made available to registered Coaches and (ii) other persons to participate in providing Coaching Services from your Account. You understand that other Users may be able to view the information that you include in your Profile.
- IF YOU REGISTER VIA THE SERVICES TO SERVE AS A COACH, YOU REPRESENT AND WARRANT TO THE COMPANY THAT YOU (I) HAVE REQUISITE KNOWLEDGE AND EXPERTISE TO PROVIDE COACHING SERVICES TO USERS; (II) WILL UTILIZE STUDENT-PAID COACHING SERVICES SOLELY TO PROVIDE COACHING SERVICES; AND (III) WILL NOT PROVIDE COACHING SERVICES TO PERSONS UNDER 13. YOU HAVE NO OBLIGATION TO PROVIDE ANY COACHING SERVICES UNLESS YOU CONTRACT WITH A STUDENT TO DO SO IN A SPECIFIC INSTANCE OR INSTANCES, AND ANY COACHING SERVICES YOU MAY CHOOSE TO PROVIDE ARE IN YOUR SOLE DISCRETION.
4. USER-UPLOADED CONTENT
- You acknowledge that you may be able to create, transmit, publish or display information (such as data, text, graphics, videos, messages or other materials) through use of the Services as a Coach. All such information is referred to below as your “Content”.
- You agree that you are solely responsible for (and that the Company has no responsibility to you or to any third party for) any Content that you create, transmit, publish, display or otherwise make available while using the Services, and for the consequences of your actions (including any loss or damage which the Company may suffer) in connection with such Content. Furthermore, you acknowledge that the Company does not control or actively monitor Content uploaded by users and, as such, does not guarantee the accuracy, integrity or quality of such Content. You acknowledge that by using the Services, you may be exposed to materials that are offensive, indecent or objectionable. Under no circumstances will the Company be liable in any way for any such Content.
- You agree that the Company has no responsibility or liability for the deletion or failure to store any Content or other communications maintained or transmitted through use of the Services.
- The Company reserves the right (but shall have no obligation) to remove any or all Content from the Services in its sole discretion.
- For the sake of clarity, and notwithstanding anything to the contrary, your “Content” includes Race Data, as such term is defined in the Standard Terms.
5. COACH RESPONSIBILITIES
- As a Coach, you acknowledge and agree to the following:
- Virtual Racing School acts as an online service that facilitates the provision of Coaching Services between Coaches and Students and does not make editorial or managerial decisions concerning, or otherwise exercise control or supervision over, a Coach’s Coaching Services, nor will the Company be held responsible for any Coach’s failure to comply with any laws, regulations, or contractual obligations to Students. Without limiting the terms of the “Limitation of Liability” section below, the Company is not responsible for the use or exchange of any information, files or goods between Coaches and Students. Further, the Company does not control, nor is it responsible for, the truth, accuracy, completeness, safety, timeliness, quality, appropriateness, legality or applicability of anything said or written by Coaches or Students, including, without limitation, the Coaching Services provided or other information made available by Users through the Services.
- You are solely responsible for your interactions with Students. You understand that the Company bears no obligation to screen Students in any way. You are solely responsible for, and will exercise caution, discretion, common sense and judgment in, using the Site or providing Coaching Services and disclosing personal information to Students. You agree to take reasonable precautions in all interactions with Students. Without limiting the terms of the “Limitation of Liability” section below, your use of the Services and provision of Coaching Services is at your sole risk and discretion.
- The Company reserves the right to contact Coaches and Students, in compliance with applicable law, in order to evaluate compliance with the rules and policies set forth in these Terms. If you ever believe that a Student or another Coach has violated the law or is defrauding, threatening or endangering anyone, the Company urges you to immediately contact us at email@example.com.
- You will comply with all applicable local, state, national and foreign laws, treatises and regulations in connection with your provision of Coaching Services.
- You are solely responsible for the content of the communications, assistance and direction that you provide as part of the Coaching Services.
- You are solely responsible for all equipment necessary to access and use the Services and to provide Coaching Services.
- You will not record or otherwise store any Coaching Sessions that you provide through the Services, unless where expressly permitted by the Student.
- You will not use the Services or provide Coaching Services in any manner that harasses a Student or another Coach or could interfere with any other party’s use or enjoyment of the Site, Services or Coaching Services. You will respect the privacy of others and not use the Site, Services or Coaching Services for unwelcome, rude or abusive communications or in any other manner as determined by the Company in its sole discretion.
- You may not use the Services to contact a User to meet in person. You may not provide Coaching Services to a Student outside of the Services without the consent of the Company, nor will you attempt to obtain payment or compensation for Coaching Services except in accordance with the “Payments” section, below.
6. CONSENT TO BACKGROUND CHECK
- IN CONNECTION WITH YOUR USE OF THE SERVICES AS A COACH AND AN INDEPENDENT CONTRACTOR OF THE COMPANY, YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY MAY, IN ITS DISCRETION AND FOR ITS OWN BENEFIT, OBTAIN INFORMATION FROM THIRD PARTIES CONCERNING YOUR CREDIT HISTORY, CRIMINAL HISTORY, SOCIAL SECURITY VERIFICATION, MOTOR VEHICLE RECORDS, VERIFICATION OF YOUR EDUCATION OR EMPLOYMENT HISTORY, OR OTHER BACKGROUND CHECKS. THE COST OF SUCH AN INVESTIGATION WILL BE COVERED BY THE COMPANY. IF REQUESTED BY THE COMPANY, YOU AGREE TO PROVIDE YOUR WRITTEN AND/OR ELECTRONIC CONSENT TO SUCH AN INVESTIGATION.
- As a registered Coach, you may be entitled to receive a payment from Students for the provision of Coaching Services. The Company shall set the amount that will be charged for your Coaching Sessions (the “Session Fees”) ahead of time, and this information will be displayed publicly in our searchable database. When a Student signs up for a Coaching Session with you, we will notify them of the Session Fees. Once the Coaching Session is completed, we will charge the Student’s credit/debit card and will (within a reasonable period of time not to exceed 30 days) transfer the Session Fees to you, minus our service charge (the “Service Charge”). The Service Charge shall consist of a percentage of the total Session Fees, at the rate of 35%.
- As a registered Coach, you may also be asked by the Company to create content for Virtual Racing School, including, but not limited to, Data Packs, video tutorials, text articles, webinars. The Company shall set the hourly rate and/or unit rate for content creation (the “Content Creation Fees”) ahead of time. The Content Creation Fees will be disclosed to and agreed to by the Coach. Payments from the Company to Coach for Session Fees and Content Creation Fees will collectively be referred to as “Coaching Fees”.
- In order to receive Coaching Fees from the Company, you may be required to create an account with our third party payment processor. You are solely responsible for ensuring that you will be able to transfer money from the third party payment processor.
- Notwithstanding anything to the contrary contained herein, you acknowledge and agree that the Company reserves the right, in its sole discretion, to prospectively modify its rate for Coaching Fees at any time. If we modify the rates for Coaching Fees, we will post the modified rates on the Site with seven (7) days advance notice of the modification effective date or otherwise provide you with notice of the modification. By continuing to provide Coaching Services after we have posted a modification on the Site or have provided you with notice of a modification, you are indicating that you agree to be bound by the modified Coaching Fee rates. If the modified Coaching Fee rates are not acceptable to you, your only recourse is to cease providing Coaching Services via the Services.
- Please note that if Coaching Fees sent by the Company to you in accordance with these Terms is later invalidated or reversed for any reason (e.g. a Student requests a refund), you will be liable to the Company for the full amount of the Coaching Fees that the Company sent to you and any fees related thereto. This means that you will be responsible for reimbursing the Company in the event of a chargeback, reversal of payment or other claim by a Student in this regard. You will also be responsible for the applicable Service Charge if you fail to provide Coaching Services that you previously agreed to provide to a Student, and the Company is forced thereby to return the Coaching Fees to the Student. You agree that any amounts owed by you to the Company may be deducted directly from future Coaching Fees processed by the Company for you.
- Because state and local tax laws vary significantly by locality, you understand and agree that you are solely responsible for determining your own tax reporting requirements in consultation with tax advisors. You will report to all applicable government agencies as income all compensation (including Coaching Fees) received by you for services performed in connection with these Terms (including Coaching Services), the Services, or the Site. We cannot and do not offer tax advice to any Coaches through the Services.
9. NO ENDORSEMENT
- Virtual Racing School does not endorse any User and you are responsible for determining and confirming the identity and suitability of the Users interacted with as a result of your use of the Services. We are not your agent or the agent of any User. We will not be responsible for any damage or harm resulting from your interactions, or those of anyone else, with Coaches or Students. By using the Services, you agree (i) any legal remedy or liability that you seek to obtain for actions or omissions of Coaches, Students or other third parties will be limited to a claim against the particular Coach, Student or the third parties who caused you harm; and (ii) not to attempt to impose liability on, or seek any legal remedy from the Company with respect to such actions or omissions. In addition, the Company is not responsible for the use or exchange of any information or files between Users. Furthermore, the Company does not control, nor is it responsible for, the truth, accuracy, completeness, safety, timeliness, quality, legality or applicability of anything said or written by or between Users. THE COMPANY ASSUMES NO RESPONSIBILITY FOR VERIFYING THE IDENTITY, QUALIFICATIONS, CREDENTIALS, BIOGRAPHIC INFORMATION, LICENSURE, AND/OR ANY OTHER INFORMATION REGARDING ANY OF THE USERS, ALTHOUGH IT MAY CHOOSE TO TAKE ACTION TO DO SO INDEPENDENTLY, IN ITS SOLE DISCRETION, AND SOLELY FOR ITS OWN BENEFIT.
- The Company is not liable for potential settlements between the Users in connection with the Coaching Services, nor is it liable for potential settlements with tax bodies appropriate for the Users, arising from cooperation between the Users in connection with the same. Except to the limited extent that damages or losses directly relate to Coaching Fees actually held by the Company in connection with a Coach’s provision of Coaching Services, the Company is not liable for any damages and losses incurred by the Users arising from cooperation or interactions between the Users.
10. PROPRIETARY RIGHTS
- You acknowledge and agree that the Company (or the Company’s licensors) own all legal right, title and interest in and to the Services and that the Services are protected by copyrights, trademarks, patents, or other proprietary rights and laws (whether those rights happen to be registered or not, and wherever in the world those rights may exist).
- All trademarks, service marks, logos and designs used by the Company in providing the Services, whether registered or unregistered, are owned by the Company or other third parties. You may not use or display any trademarks, service marks, logos or designs owned by the Company or its affiliates without our prior written consent.
- Except as provided in Section 11, the Company acknowledges and agrees that it obtains no right, title or interest from you (or your licensors) under these Terms in or to any Content that you create, submit, post, transmit, share or display on, or through, the Services, including any intellectual property rights which subsist in that Content (whether those rights happen to be registered or not, and wherever in the world those rights may exist). Unless you have agreed otherwise in writing with the Company, you agree that you are responsible for protecting and enforcing those rights and that the Company has no obligation to do so on your behalf.
11. LICENSE FROM YOU
- The Company makes no claims to ownership of Content that you submit, post or otherwise make available to or through the Services and you continue to retain all ownership rights in such Content and the right to use your Content as you determine. However, in using the Services, you do grant to the Company and its affiliates a worldwide, nonexclusive, perpetual, fully sub-licensable, royalty-free right and license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, publicly perform, and publicly display such Content (in whole or part) for any legitimate purpose.
- You represent and warrant that you have all the rights, power and authority necessary to grant the rights granted herein to any Content that you submit, post or otherwise make available to or through the Services.
12. LICENSE FROM THE COMPANY AND GENERAL RESTRICTIONS ON USE
- The Company gives you a personal, worldwide, royalty-free, non-assignable and non-exclusive license to use the software provided to you by the Company as part of the Services. This license is solely for the purposes of allowing you to provide Coaching Services to Students, in a manner permitted by these Terms and in compliance with all laws that apply to you.
- To ensure that the Services are only used and accessed for educational purposes, you agree that you will not (and you may not permit anyone else to) do any of the following while using the Services:
- engage in Coach/Student communications that are unrelated to the Coaching Services, including without limitation communications that solicit or disclose personally identifiable information such as full name, age and city of residence;
- upload, post, email, transmit or otherwise make available any Content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise objectionable;
- harm minors in any way;
- impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity;
- forge headers or otherwise manipulate identifiers in order to disguise the origin of any Content transmitted through the Services;
- upload, post, email, transmit or otherwise make available any Content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside information, proprietary and confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements);
- upload, post, email, transmit or otherwise make available any Content that infringes any patent, trademark, trade secret, copyright or other proprietary rights (“Rights”) of any party;
- upload, post, email, transmit or otherwise make available any unsolicited or unauthorized advertising, promotional materials, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of solicitation, except in those areas that are designated for such purpose;
- upload, post, email, transmit or otherwise make available any material that contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;
- attempt to decipher, decompile, disassemble or reverse engineer any of the software used to provide the Services;
- use the Services to solicit users directly for commercial purposes without the prior written consent of the Company, except in those areas that are designated for such purpose;
- create multiple accounts or otherwise attempt to access the Services in a manner intended to avoid incurring fees or Service Charges.
- disrupt the normal flow of communication on the Services or otherwise act in a manner that negatively affects other users’ ability to use the Services;
- interfere with or disrupt the Services or servers or networks connected to the Services, or disobey any requirements, procedures, policies or regulations of networks connected to the Services;
- access or use the Services in any way that is harmful to the Company or other Users;
- intentionally or unintentionally violate any applicable local, state, national or international law;
- access the Services from territories where its contents are illegal is prohibited (those who choose to access the Services from other locations do so at their own initiative and are responsible for compliance with all local rules including, without limitation, rules about the internet, data, email, or privacy);
- provide material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designated by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act;
- “stalk” or otherwise harass another user;
- use any robot, spider, scraper, or other automated means to access the Services for any purpose without our express written permission or bypass our robot exclusion files or other measures we may use to prevent or restrict access to the Services;
- collect or store personal data about other users, in connection with the prohibited conduct and activities set forth in paragraphs above or otherwise; or
- access the Services for the purpose of bringing an intellectual property infringement claim against the Company or for the purpose of creating a product or service competitive with the Services.
- The Company may refuse to store, provide, or otherwise maintain your Content for any or no reason. The Company may remove your Content from the Services, terminate your account, and prevent or limit your access to the Services at any time if you violate these Terms or if the Services are canceled or suspended. If Content is stored using the Services with an expiration date, the Company may also delete the Content after such expiration date. Content that is deleted may be irretrievable.
- You may not use the Services if you are a person barred from receiving the Services under the laws of the United States or other countries, including the country in which you are resident or from which you use the Services.
14. DISCLAIMER OF WARRANTY
- YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES ARE AT YOUR SOLE RISK AND THAT THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”
- THE COMPANY, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS MAKE NO EXPRESS WARRANTIES AND DISCLAIM ALL IMPLIED WARRANTIES REGARDING THE SERVICES, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS DO NOT REPRESENT OR WARRANT TO YOU THAT: (A) YOUR USE OF THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE OR FREE FROM ERROR, AND (C) USAGE DATA PROVIDED THROUGH THE SERVICES WILL BE ACCURATE. THE COMPANY DOES NOT WARRANT THAT PROVISION OF COACHING SERVICES WILL PRODUCE ANY LEVEL OF PROFIT OR BUSINESS FOR YOU OR LEAD TO ECONOMIC BENEFIT.
- YOU ACKNOWLEDGE AND AGREE THAT THE COMPANY DOES NOT HAVE AN OBLIGATION TO CONDUCT CRIMINAL BACKGROUND CHECKS ON OR TO INTERVIEW OR SCREEN ANY USER OF THE SERVICES, INCLUDING, BUT NOT LIMITED TO, COACHES, BUT MAY CONDUCT SUCH CRIMINAL BACKGROUND CHECKS OR SCREENING OR INTERVIEWS IN ITS SOLE DISCRETION AND SOLELY FOR ITS OWN BENEFIT. YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH COACHES AND OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES, INCLUDING, WITHOUT LIMITATION, ANY INTERACTION WITH COACHES OR STUDENTS VIA THE SERVICES OR OTHERWISE. YOU UNDERSTAND THAT THE COMPANY DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF COACHES, STUDENTS AND OTHER USERS OF THE SERVICES. THE COMPANY MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF COACHES, STUDENTS OR OTHER USERS OF THE SERVICES OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE SERVICES. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE SERVICES AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE SERVICES.
- NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT THE COMPANY’S WARRANTY OR LIABILITY FOR LOSSES WHICH MAY NOT BE LAWFULLY EXCLUDED OR LIMITED BY APPLICABLE LAW.
15. LIMITATION OF LIABILITY
- SUBJECT TO SECTION 14 ABOVE, YOU EXPRESSLY UNDERSTAND AND AGREE THAT THE COMPANY, ITS SUBSIDIARIES AND AFFILIATES, AND ITS LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL CONSEQUENTIAL OR EXEMPLARY DAMAGES WHICH MAY BE INCURRED BY YOU, HOWEVER CAUSED AND UNDER ANY THEORY OF LIABILITY. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO, ANY LOSS OF PROFIT (WHETHER INCURRED DIRECTLY OR INDIRECTLY), ANY LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY LOSS OF DATA SUFFERED, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR OTHER INTANGIBLE LOSS. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING THE FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
- THE LIMITATIONS ON THE COMPANY’S LIABILITY TO YOU IN THIS SECTION SHALL APPLY WHETHER OR NOT THE COMPANY HAS BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.
- SOME STATES AND JURISDICTIONS MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO YOU. IN NO EVENT SHALL THE COMPANY’S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) EXCEED THE TOTAL AMOUNT YOU HAVE PAID TO THE COMPANY FOR ITS SERVICES IN THE PAST 12 MONTHS (THIS INCLUDES ANY SERVICE CHARGES THAT THE COMPANY HAS DEDUCTED FROM COACHING FEES PAID TO YOU) OR THE AMOUNT OF ONE HUNDRED DOLLARS ($100.00), WHICHEVER IS GREATER.
- You agree to hold harmless and indemnify the Company, and its subsidiaries, affiliates, officers, agents, employees, advertisers, licensors, suppliers or partners (collectively “the Company and Partners”) from and against any third party claim arising from or in any way related to (a) your breach of the Terms, (b) your use of the Services, (c) your violation of applicable laws, rules or regulations in connection with the Services, or (d) your Content, including any liability or expense arising from all claims, losses, damages (actual and consequential), suits, judgments, litigation costs and attorneys’ fees, of every kind and nature.
17. MODIFICATION AND TERMINATION OF SERVICES
- You may terminate these Terms at any time by canceling your account on the Services. You will not receive any refunds if you cancel your account.
- You agree that the Company, in its sole discretion and for any or no reason, may terminate your account or any part thereof. You agree that any termination of your access to the Services may be without prior notice, and you agree that the Company will not be liable to you or any third party for such termination.
- Upon any termination of the Services or your account these Terms will also terminate, but all provisions of these Terms which, by their nature, should survive termination, shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, and limitations of liability.
18. CHANGES TO THE TERMS
- The Company reserves the right, at its sole discretion, to modify these Terms, at any time and without prior notice. If we modify these Terms we will post the modification on the Site and provide you with notice of the modification. We will also update the “Last Updated Date” at the top of these Terms.
- You must provide your continued consent to the Terms in order to continue using the Services as a Coach after a modification. You can provide such consent by clicking the “I agree” button at the bottom of the modified version of the Terms, or through your written consent. If the modified Terms are not acceptable to you, your only recourse is to cease using the Services. Similarly, if you fail to provide your consent to the modified Terms, your use of the Services as a Coach will be terminated.
19. THIRD-PARTY CONTENT
- You may be able to access or use certain third party services, resources, content or information (“Third Party Materials”) through your use of the Services. You acknowledge that you are solely responsibility for and assume all risk arising from your access to or use of any such Third Party Materials, and the Company disclaims any liability that you may incur arising from your access to or use of such Third Party Materials through your use of the Services.
- You acknowledge and agree that the Company: (a) is not responsible for the availability or accuracy of such Third Party Materials or the products or services on or available from such Third Party Materials; (b) has no liability to you or any third party for any harm, injuries or losses suffered as a result of your access to or use of such Third Party Materials; and (c) does not make any promises to remove Third Party Materials from being accessed through the Services.
- Through our Services, we do not imply any endorsement of Third Party Materials or any such third party services.
20. THIRD PARTY SOFTWARE
- The Services may incorporate certain third party software (“Third Party Software”), which is licensed subject to the terms and conditions of the third party licensing such Third Party Software. Nothing in these Terms limits your rights under, or grants you rights that supersede, the terms and conditions of any applicable license for such Third Party Software.
- You may choose to or we may invite you to submit comments or ideas about the Services, including without limitation about how to improve the Services or our products. By submitting any feedback, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place the Company under any fiduciary or other obligation, and that we are free to use such feedback without any additional compensation to you, and/or to disclose such feedback on a non-confidential basis or otherwise to anyone.
23. CONTACT US
- If you have any questions about these Terms or if you wish to make any complaint or claim with respect to the Site or the Services, please contact us at: firstname.lastname@example.org.
- When submitting a complaint, please provide a brief description of nature of your complaint and the specific services to which your complaint relates.