KUDO COACH TERMS OF USE

1. INTRODUCTION

Welcome to Kudo Coach, a platform that delivers personalized, data-driven feedback to athletes. These Terms of Use ("Terms") govern your access to and use of the Kudo Coach website, mobile application, and services (collectively, the "Platform").

Please read these Terms carefully. By accessing or using our Platform, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to these Terms, you may not access or use the Platform.

2. DEFINITIONS

• "Content" means any text, graphics, images, music, software, audio, video, information, or other materials that appear on the Platform.
• "User Content" means any content that users provide to be made available through the Platform, including activity data imported from third-party platforms.
• "We," "us," and "our" refer to Kudo Coach.
• "You" and "your" refer to any individual or entity using our Platform.
• "Coach" refers to users registered as coaches on the Platform.
• "Athlete" refers to users registered as athletes on the Platform.

3. ACCOUNT REGISTRATION AND ELIGIBILITY

3.1 Account Creation

To use certain features of the Platform, you must register for an account. When you register, you agree to provide accurate, current, and complete information and to update this information to maintain its accuracy.

3.2 Account Security

You are responsible for maintaining the confidentiality of your password and account information. You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We cannot and will not be liable for any loss or damage arising from your failure to comply with this section.

3.3 Eligibility

You must be at least 16 years old to use the Platform. By using the Platform, you represent and warrant that you meet this requirement and that your use of the Platform does not violate any applicable laws or regulations.

4. PLATFORM USAGE AND CONDUCT

4.1 Acceptable Use

You agree to use the Platform only for lawful purposes and in accordance with these Terms. You agree not to:

• Use the Platform in any way that violates any applicable law or regulation
• Impersonate any person or entity or falsely state or misrepresent your affiliation with a person or entity
• Engage in any conduct that restricts or inhibits anyone's use of the Platform
• Attempt to gain unauthorized access to any portion of the Platform or any systems or networks connected to the Platform
• Use the Platform to transmit any viruses, malware, or other malicious code
• Harvest or collect email addresses or other contact information of other users
• Use automated scripts to collect information from or interact with the Platform without our prior consent
• Use the Platform in a manner that could disable, overburden, damage, or impair the Platform

4.2 Content Guidelines

You are solely responsible for any User Content you post, upload, or otherwise make available through the Platform. You agree that all User Content you provide will comply with these Terms and will not:

• Infringe any patent, trademark, trade secret, copyright, or other intellectual property right
• Violate any law or regulation
• Be defamatory, obscene, pornographic, vulgar, offensive, or threatening
• Contain any material that could give rise to civil or criminal liability
• Contain any viruses, malware, or other malicious code

4.3 Digital Validation Experiment Feature

When using the Digital Validation Experiment feature (which generates activity names), you acknowledge that the names may be humorous, sarcastic, or contain mild language. By enabling this feature, you consent to receiving such content through your selected communication channels.

5. SUBSCRIPTION TIERS AND PAYMENT

5.1 Subscription Options

We offer different subscription tiers with varying features and pricing options as described on our Platform. By subscribing to a paid tier, you agree to pay all fees associated with the subscription.

5.2 Payment Terms

• All payments are processed through third-party payment processors
• Subscription fees are billed in advance on a recurring basis
• You agree to provide current, complete, and accurate billing information
• You authorize us to charge the payment method provided for all applicable fees
• All fees are non-refundable unless otherwise specified or required by law

5.3 Subscription Changes and Cancellations

• You may upgrade, downgrade, or cancel your subscription at any time through your account settings
• Changes to subscriptions will take effect at the start of the next billing cycle
• Cancellations will take effect at the end of the current billing cycle
• No refunds will be provided for partial subscription periods

6. PLATFORM CONNECTIONS AND THIRD-PARTY SERVICES

6.1 Platform Integrations

Our Platform integrates with third-party platforms such as Strava, Training Peaks, and Garmin. By connecting your accounts:

• You authorize us to access and retrieve your activity data from these platforms
• You represent that you have the right to grant us such access
• You acknowledge that your use of these third-party platforms is subject to their respective terms of service and privacy policies

6.2 Third-Party Services

The Platform may contain links to third-party websites or services. We are not responsible for the content or practices of these third-party sites or services. Your use of third-party sites or services is at your own risk and subject to the terms and conditions of those services.

7. INTELLECTUAL PROPERTY RIGHTS

7.1 Platform Content

The Platform and its contents, features, and functionality are owned by Kudo Coach and its licensors and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws.

7.2 License to Use Platform

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, and revocable license to access and use the Platform for your personal, non-commercial purposes.

7.3 User Content

• You retain ownership of any User Content you provide to the Platform
• By providing User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, and display such content in connection with providing and promoting the Platform
• You represent and warrant that you own or have the necessary rights to grant us this license

8. DISCLAIMER OF WARRANTIES

THE PLATFORM AND ALL CONTENT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE PLATFORM OR THE SERVERS THAT MAKE IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

THE INFORMATION AND ANALYSIS PROVIDED BY THE PLATFORM IS NOT INTENDED TO REPLACE PROFESSIONAL MEDICAL OR COACHING ADVICE. ALWAYS CONSULT WITH A QUALIFIED HEALTHCARE PROVIDER OR FITNESS PROFESSIONAL BEFORE BEGINNING OR MODIFYING ANY EXERCISE PROGRAM.

9. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL KUDO COACH, ITS AFFILIATES, OR THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, ARISING OUT OF OR RELATING TO YOUR USE OF, OR INABILITY TO USE, THE PLATFORM, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL LIABILITY FOR ALL CLAIMS RELATED TO THE PLATFORM SHALL NOT EXCEED THE GREATER OF THE AMOUNT PAID BY YOU FOR THE PLATFORM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY, OR ONE HUNDRED DOLLARS ($100).

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

10. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Kudo Coach, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, expenses, or fees (including reasonable attorneys' fees) that arise from or relate to:

• Your violation of these Terms
• Your User Content
• Your use of the Platform
• Your violation of any rights of another person or entity

11. TERMINATION

11.1 Termination by You

You may terminate your account at any time by following the instructions in your account settings or by contacting us. Termination will be effective immediately, but your subscription fees will not be refunded for the current billing cycle.

11.2 Termination by Us

We may suspend or terminate your access to the Platform at any time, with or without cause and with or without notice, for any reason, including if we believe that you have violated these Terms.

11.3 Effect of Termination

Upon termination of your account:

• Your right to access and use the Platform will immediately cease
• We may, but are not obligated to, delete your User Content
• All provisions of these Terms which by their nature should survive termination shall survive, including ownership provisions, warranty disclaimers, indemnity, and limitations of liability

12. CHANGES TO TERMS

We may update these Terms from time to time at our sole discretion. If we make material changes, we will notify you by email or by posting a notice on our Platform. Your continued use of the Platform after the effective date of the revised Terms constitutes your acceptance of the changes.

13. GENERAL PROVISIONS

13.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and us regarding the Platform and supersede all prior agreements and understandings.

13.2 Governing Law

These Terms shall be governed by and construed in accordance with the laws of South Africa, without regard to its conflict of law provisions.

13.3 Dispute Resolution

Any dispute arising out of or relating to these Terms or the Platform shall first be attempted to be resolved through good faith negotiations. If the dispute cannot be resolved through negotiation, it shall be resolved by arbitration in South Africa in accordance with the rules of the Arbitration Foundation of Southern Africa.

13.4 Waiver and Severability

Our failure to enforce any right or provision of these Terms shall not be considered a waiver of such right or provision. If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.

13.5 Assignment

You may not assign or transfer these Terms, or any rights or obligations under these Terms, without our prior written consent. We may assign these Terms without restriction.

13.6 Force Majeure

We will not be liable for any failure or delay in performing our obligations under these Terms where such failure or delay results from any cause beyond our reasonable control, including acts of God, natural disasters, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, strikes, or shortages of transportation facilities, fuel, energy, labor, or materials.

13.7 Headings

The section titles in these Terms are for convenience only and have no legal or contractual effect.

14. COACH-ATHLETE RELATIONSHIPS

14.1 Coach Responsibilities

If you register as a Coach, you agree to:

• Accurately represent your qualifications and experience
• Maintain appropriate professional boundaries with Athletes
• Provide responsible training guidance
• Respect Athletes' privacy and confidentiality

14.2 Athlete Responsibilities

If you connect with a Coach on the Platform, you:

• Acknowledge that Kudo Coach is not responsible for the qualifications or advice of Coaches
• Understand that you use any training advice at your own risk
• Should consult healthcare professionals before beginning or modifying exercise programs