Terms of use
By accessing or otherwise using the App or Website you are deemed to have accepted these Terms of Use, which shall form a binding agreement between you, as a user, and us.
In these Terms of Use:
we, us and our means Coachmate Limited, a company incorporated in New Zealand (the provider of the Service), and
user or you means the person who uses the Service, the App and/or the Website, whether as the holder of an Account or otherwise.
All other capitalised terms not otherwise defined have the meaning given to them in clause 17.
Licence
We grant you a limited, non-exclusive, non-transferable licence to access and use the Service strictly in accordance with these Terms of Use.
You agree that your licence to use the Service is subject to you complying with these Terms of Use, including the payment of the applicable Fees.
Restrictions
You agree not to otherwise modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell or re-sell the Services or its Content. Additionally, you agree:
to use the Service and any Outputs for personal coaching purposes and not for any other purpose;
not to use the Service or any Output for any illegal purpose;
to ensure that any information you provide in connection with your Account and use of the Service is accurate and current, and that you will promptly notify us of any change in such information;
to keep your Account details and password strictly confidential and not share your Account password with any other person;
to use the Service in a way that may damage, disable, overburden, or impair the Service;
not to reproduce, duplicate, copy, sell, assign, transfer or use or exploit for any commercial purpose the Website, the App or the Service, or any Content; or
not to attempt to modify, translate, adapt, edit, decompile, disassemble, reverse engineer or undermine the security or integrity of any software programs used by us in connection with the Service, the App or the Website.
Users are prohibited from uploading photos that are illegal, inappropriate, or infringe upon the rights of others.
We reserve the right to refuse access to, and prevent use of, the Website and App by or to any person, geographic region or jurisdiction for any reason at any time. Without limitation we reserve the right to refuse access to, and prevent use of, the Website and App by or to any person, geographic region or jurisdiction for any reason at any time
Your obligations
In respect of your access and use of the Website, the App and the Service you will:
Provide true, current and complete information (including when setting up an account), and must promptly update that information as required so that the information remains true, current and complete;
comply with all applicable laws and regulations and all guidelines, procedures and policies notified by us from time to time;
keep all access details associated with the Website, the App or the Service, including user ID and passwords, confidential;
not attempt to gain unauthorised access to any part of the Website or the App;
not distribute or upload information or files that:
violate any law, statute, ordinance or regulation, including but not limited to any applicable privacy legislation, such as the New Zealand Privacy Act 1993 and/or the Australian Privacy Act 1988;
are defamatory, libellous or obscene; or
contain viruses, trojan horses, worms, time bombs, or similar harmful programming routines;
not access or use the Website, the App or the Service for purposes of monitoring its availability, performance or functionality, or for any other benchmarking or competitive purposes.
Users are solely responsible for the photos they upload and must ensure they have the legal right to distribute these photos.
Changes
You accept that the Service may evolve and change over time. We reserve the right at any time to modify, adapt, suspend or discontinue, whether temporarily or permanently, the Website, the App and/or the Service (or any part of them) with or without notice to you. To the extent permissible at law, we will not be liable to you or to any third party for any modification, adaptation, suspension or discontinuance of the Website, the App and/or the Service (or any part of them).
Disruption of Service
We will take all reasonable steps to ensure that the Website, the App and the Service function as intended. However, you acknowledge that your access to the Website, the App and the Service may be disrupted as a result of malfunction, updating, maintenance or repair or for any other reason within or outside our control.
To the extent permissible at law, we shall not be liable for any loss or damage caused or suffered as a result of any partial or total breakdown of, or inability to use, the Website, the App or the Service. We will use reasonable endeavours to promptly address (during normal business hours in New Zealand) technical issues that arise in relation to the Website, the App or the Service.
You agree that use of the Website, the App and the Service is at your own risk and that we do not warrant that the Website, the App or the Service or any Outputs will meet your specific requirements, or that use of the Website, the App or the Service will be uninterrupted, timely, secure, or error-free. Our obligation in clause 5.1 is in lieu of all other warranties in respect of the Website, the App or the Service. To the maximum extent permitted under applicable law, all other warranties, condition and representations, whether express, implied or verbal, statutory or otherwise, and whether arising under these Terms of Use or otherwise, are excluded (including, without limitation, the implied warranties of merchantability, non-infringement and fitness for a particular purpose).
Your User Data
Your User Data will be (and will remain) owned by you. However, you grant to us a licence to access, use and disclose your User Data for the purposes of providing the Service and otherwise exercising our rights under these Terms of Use, enhancing and developing the Website, App and Service and communicating with you about the Service and any other matters that may be of interest. We may also disclose your User Data (including anonymised Personal Information) in connection with a proposed purchase or acquisition of our business or assets, where requested by a Government agency for contact tracing purposes and where required by an applicable law or any court, or in response to a request by a legitimate law enforcement agency.
To the extent your User Data includes Personal Information in relation to any other person, you must, prior to uploading such Personal Information, you have obtained all consents necessary from that person or, in the case of minors, from their legal guardian to enable you to meet your obligations under these Terms of Use and the Privacy Policy and for us to process that Personal Information in accordance with the Privacy Policy.
You also grant to us a non-exclusive, irrevocable license to copy, anonymize, aggregate, process and display your User Data to derive anonymous statistical and usage data, and data about the functionality of the Service and Outputs, provided such data cannot be used to identify you (Anonymous Data), for the purposes of combining or incorporating such Anonymous Data with or into other similar data and information available, derived or obtained from other clients, licensees, users, or otherwise (when so combined or incorporated, referred to as Aggregate Data). We will own all right, title and interest in the Aggregate Data.
You acknowledge that the Service depends on the entry by you of accurate and up to date User Data.
Photos uploaded within the Team Chat are considered User Data and are subject to the same terms and protections as other forms of User Data.
Ownership
Title, copyright and all other proprietary rights in the Website, the Service and the App and any associated updates or documentation (and all parts and copies thereof) including all Content will remain with us and/or our licensors.
If you provide us with ideas, comments or suggestions relating to the Website, App or the Service (together feedback):
we may use or disclose the feedback for any purpose; and
all rights in that feedback, and anything created as a result of that feedback (including new material, enhancements, modifications or derivative works), are owned solely by us.
Confidentiality and privacy
You should ensure that you read our Privacy Policy as it forms part of these Terms of Use. We will process your Personal Information according to our Privacy Policy and relevant privacy laws.
We will make every reasonable effort to keep your Personal Information secure. We will not disclose your confidential information except:
to our personnel and any service provider that we work with where necessary to operate the Website, App and/or Service;
in accordance with our Privacy Policy;
if required or permitted by law; or
where you otherwise give us permission to do so.
Nevertheless, because internet transmissions cannot be guaranteed to be 100% secure in all aspects (including in relation to unauthorised use and disclosure of Personal Information), you acknowledge and agree that you use the Website, the App and the Service at your own risk, and you should only proceed to use the Website, the App and/or the Service if you accept this condition.
You must not share another person’s Personal Information without that person’s explicit permission.
You shall be liable for all action taken by any person that has obtained access to your Account (whether they have authorised such access or otherwise) and agree to notify us immediately of any unauthorised use of your Account or other breach of privacy or security.
All photos uploaded within the Team Chat are end-to-end encrypted and are considered confidential information within the closed group.
Indemnity
You agree to indemnify, and keep indemnified, us, our affiliated companies and our respective directors, officers, employees, agents, representatives, contractors, licensees and successors against any and all liabilities, costs (including legal fees), claims, demands or damages incurred or suffered from the use of the Services, including (without limitation) as a result of any:
breach of these Terms of Use (including, for the avoidance of doubt, the Privacy Policy);
your use of the Website, the App, the Service and/or any Content; or
violation of any Intellectual Property Rights or other rights of a third party, by you or any person using your Account or username and password (whether with or without your permission).
Users agree to indemnify CoachMate against any and all liabilities, costs, claims, or damages incurred as a result of the uploading of photos that violate these Terms of Use or any applicable laws.
Limitation of liability
In no event or circumstances shall we be liable to any person, whether under contract, tort, strict liability, negligence or otherwise at law for any special, indirect, incidental, punitive, or consequential damages of any kind whatsoever, or for any loss of profit, use, content, data, opportunity, revenue or business, whether caused by any user, us, our employees, agents or any other persons acting on its behalf.
To the extent permissible at law the total liability of us for any loss arising from or in connection with these Terms of Use, the Website, App, Service or Content, will not in any circumstances exceed NZ$10 in aggregate. The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
Cancellation
You may cancel your Account at any time by following the prompts within the Website or the App.
We may suspend or terminate your Account at any time if we reasonably suspect you have breached these Terms of Use (including, for the avoidance of doubt, the Privacy Policy).
Cancellation or termination does not entitle you to any refund of any payments made by you to us unless required by law.
Use of third parties
You agree that we may use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Website, App and/or Service and store and manage its Content. We may also source and licence Content from third parties.
Links
The App, Website or Service may provide links to other sites or resources. Because we have no control over such sites and resources, you acknowledge and agree that we:
are not responsible for the availability of such external sites or resources, and do not endorse and are not liable for any content, advertising, products or other materials on or available from such sites or resources; and
will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods or services available on or through any such site or resource.
Apple and Google – App Store Conditions
If you access the Service via the App, you acknowledge and agree:
where the App is downloaded from the Apple Store:
your rights to install and use the App are subject to these Terms of Use and the relevant terms in the Apple Store terms of service;
Apple is not responsible for the App in any way, including for any maintenance or support of the App;
to the maximum extent permitted by law, Apple has no warranty obligations with respect to the App;
we (and not Apple) are responsible for addressing any claims by you or a third party in connection with the App (including any claims by a third party that the App breaches that persons intellectual property rights); and
though this Agreement is entered into between us and you, Apple, as a third party beneficiary under this agreement, will have the right to enforce these Terms of Use against you.
Where the App is downloaded from the Google Play Store:
your rights to install and use the App are subject to these Terms of Use and the relevant terms in the Google Play Store terms of service;
Google is not responsible for the App in any way, including any maintenance or support of the App; and
We (and not Google) are responsible for addressing any claims by you or a third party in connection with the App (including any claims by a third party that the App breaches that persons intellectual property rights).
For the benefit of each of us, Apple and Google, you represent and warrant that you are not, and will not, be located in any country that is the subject of a US Government embargo or that has been designated by the US Government as a “terrorist supporting” country and that you are not listed on any US Government list of prohibited or restricted parties.
Amendments
These Terms of Use may be amended or replaced from time to time, with or without prior notice to users, by posting updated Terms of Use on the Website. Any updated Terms of Use become effective as soon as they are posted.
If you do not agree to the updated Terms of Use you must cease to use the Service and cancel your Account.
General
These Terms of Use shall be governed by and construed in accordance with the laws of New Zealand, and the parties submit to the exclusive jurisdiction of the New Zealand courts for any matter arising under or relating to these Terms of Use.
We may transfer, assign or sub-license our obligations under these Terms of Use and our rights and obligations without your consent.
If any provision of these Terms of Use is found to be unenforceable or invalid, that provision shall be limited or removed to the minimum extent necessary so that these Terms of Use shall otherwise remain in full effect.
Definitions
In these Terms of Use, the following terms have the following meanings:
Account means an account within the Service controlled by a user enabling them to use the Service.
App means the application (available via the Apple Store or Google Play Store) through which the Service may be accessed.
Apple means Apple Inc and other companies within its group.
Apple Store means the store/platform operated by Apple making the APP available to iOS devices.
Content means content made available to you via the Service, but excludes any User Data.
Google means Alphabet Inc and other companies within its group.
Google Store means the store/platform operated by Google making the APP available to Android devices
Output means the data and information from the Service personalised for you and resulting from the data you have uploaded into the App.
Personal Information means information about an identifiable individual, or an individual whose identity can be reasonably ascertained, from that information.
Privacy Policy means our privacy policy as updated from time to time and found at www.coachmate.sport/privacy-policy.
Service means the coaching service supplied by us via the App.
User Data means any data that you upload into the Service, or that any other person uploads into the Service for you or on your behalf.
Website means the website at www.coachmate.sport, including parts or features of that website that can be used or accessed without requiring registration or logging into.